<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
--------------------
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, 1993
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 1-12248
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
ICF Kaiser International, Inc. Section 401(k) Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
ICF Kaiser International, Inc.
9300 Lee Highway
Fairfax, Virginia 22031-1207
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
---------------
FINANCIAL STATEMENTS
as of December 31, 1993 and 1992 and
for the years then ended
and report thereon
-----
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
Financial Statements
<TABLE>
<S> <C>
Report of Independent Accountants 1
Statements of Net Assets Available for Plan Benefits 2-3
Statements of Changes in Net Assets Available for Plan Benefits 4-5
Notes to Financial Statements 6-10
Item 27a - Schedule of Assets Held for Investment Purposes 11
Item 27d - Schedule of Reportable Transactions 12
</TABLE>
<PAGE>
Report of Independent Accountants
---------------------------------
ICF Kaiser International, Inc. 401(k) Plan Committee
Section 401(k) Plan
Fairfax, Virginia
We have audited the accompanying statements of net assets available for plan
benefits of the ICF Kaiser International, Inc. Section 401(k) Plan (the Plan) as
of December 31, 1993 and 1992, 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 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 plan benefits of the Plan as
of December 31, 1993 and 1992, 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 performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes as of December 31, 1993 and reportable transactions
for the year ended December 31, 1993 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 statements of net assets
available for plan benefits and the statements of changes in net assets
available for plan benefits is presented for purposes of additional analysis
rather than to present the net assets available for plan benefits and changes in
net assets available for plan benefits of each fund. The supplemental schedules
have been subjected to the auditing procedures applied in the audit 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
Washington, D.C.
May 28, 1994
1
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
<TABLE>
<CAPTION>
AS OF DECEMBER 31, 1993
PARTICIPANT DIRECTED
-------------------------------------------------------------------------------------------
VANGUARD VANGUARD VANGUARD
VANGUARD W. L. MORGAN INVESTMENT MONEY VANGUARD
WELLINGTON GROWTH GRADE BOND MARKET INDEX 500 LOANS TO
Assets: FUND FUND FUND FUND FUND PARTICIPANTS TOTAL
---- ---- ---- ---- ---- ------------ -----
<S> <C> <C> <C> <C> <C> <C> <C>
Investments, at fair value
Mutual funds $17,413,370 $6,143,715 $5,812,745 $17,212,226 $10,302,058 $ - $56,884,114
Loans to participants - - - - - 1,618,925 1,618,925
----------- ---------- ---------- ----------- ----------- ---------- -----------
17,413,370 6,143,715 5,812,745 17,212,226 10,302,058 1,618,925 58,503,039
Employee contributions, receivable 87,871 46,337 36,696 59,708 74,353 304,965
Employer contributions, receivable 8,434 4,220 3,577 5,765 7,021 - 29,017
----------- ---------- ---------- ----------- ----------- ---------- -----------
Net assets available for plan benefits $17,509,675 $6,194,272 $5,853,018 $17,277,699 $10,383,432 $1,618,925 $58,837,021
=========== ========== ========== =========== =========== ========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
2
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
<TABLE>
<CAPTION>
AS OF DECEMBER 31, 1992
PARTICIPANT DIRECTED
-----------------------------------------------------------------------------------------
VANGUARD VANGUARD VANGUARD
VANGUARD W. L. MORGAN INVESTMENT MONEY VANGUARD
WELLINGTON GROWTH GRADE BOND MARKET INDEX 500 LOANS TO
Assets: FUND FUND FUND FUND FUND PARTICIPANTS TOTAL
---- ---- ---- ---- ---- ------------ -----
<S> <C> <C> <C> <C> <C> <C> <C>
Investments, at fair value
Mutual funds $13,333,097 $5,339,085 $5,059,440 $18,585,394 $8,692,867 $ - $51,009,883
Loans to participants - - - - - 1,349,698 1,349,698
----------- ---------- ---------- ----------- ---------- ---------- -----------
13,333,097 5,339,085 5,059,440 18,585,394 8,692,867 1,349,698 52,359,581
Employee contributions receivable 69,790 34,658 25,931 76,480 58,843 - 265,702
----------- ---------- ---------- ----------- ---------- ---------- -----------
Net assets available for plan benefits $13,402,887 $5,373,743 $5,085,371 $18,661,874 $8,751,710 $1,349,698 $52,625,283
=========== ========== ========== =========== ========== ========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
3
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
<TABLE>
<CAPTION>
FOR THE YEAR ENDED DECEMBER 31, 1993
PARTICIPANT DIRECTED
---------------------------------------------------------------------------------------------
VANGUARD VANGUARD VANGUARD
VANGUARD W. L. MORGAN INVESTMENT MONEY VANGUARD
WELLINGTON GROWTH GRADE BOND MARKET INDEX 500 LOANS TO
FUND FUND FUND FUND FUND PARTICIPANTS TOTAL
Additions: ---- ---- ---- ---- ---- ------------ -----
<S> <C> <C> <C> <C> <C> <C> <C>
Employee contributions $ 2,181,326 $1,140,378 $ 912,972 $ 1,730,948 $ 1,888,025 $ - $ 7,853,649
Employer contributions 222,946 93,756 79,130 185,355 157,093 - 738,280
Assets transferred from other plans 219,589 86,135 48,752 94,714 158,252 - 607,442
Net appreciation/(depreciation)
in fair value of investments 917,249 (292,645) 196,253 - 641,143 - 1,462,000
Investment income:
Interest - - - 531,351 - 94,414 625,765
Dividends 1,033,306 695,593 533,507 - 263,199 - 2,525,605
----------- ---------- ---------- ----------- ----------- ---------- -----------
Total additions 4,574,416 1,723,217 1,770,614 2,542,368 3,107,712 94,414 13,812,741
----------- ---------- ---------- ----------- ----------- ---------- -----------
Deductions:
Withdrawals 1,718,797 809,691 603,451 2,814,638 1,530,429 61,050 7,538,056
Trust management fees 15,222 8,067 6,647 20,050 12,961 - 62,947
----------- ---------- ---------- ----------- ----------- ---------- -----------
Total deductions 1,734,019 817,758 610,098 2,834,688 1,543,390 61,050 7,601,003
----------- ---------- ---------- ----------- ----------- ---------- -----------
Net assets transferred between 1,266,391 (84,930) (392,869) (1,091,855) 67,400 235,863 -
funds ----------- ---------- ---------- ----------- ----------- ---------- -----------
Net increase/(decrease) 4,106,788 820,529 767,647 (1,384,175) 1,631,722 269,227 6,211,738
Net assets available for plan
benefits at beginning of year 13,402,887 5,373,743 5,085,371 18,661,874 8,751,710 1,349,698 52,625,283
----------- ---------- ---------- ----------- ----------- ---------- -----------
Net assets available for plan
benefits at end of year $17,509,675 $6,194,272 $5,853,018 $17,277,699 $10,383,432 $1,618,925 $58,837,021
=========== ========== ========== =========== =========== ========== ===========
</TABLE>
The accompanying notes are an integral part of these financial Statements.
4
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
<TABLE>
<CAPTION>
FOR THE YEAR ENDED DECEMBER 31, 1992
PARTICIPANT DIRECTED
----------------------------------------------------------------------------------------------
VANGUARD VANGUARD VANGUARD
VANGUARD W. L. INVESTMENT MONEY VANGUARD GUARANTEED
WELLINGTON MORGAN GRADE BOND MARKET INDEX 500 INVESTMENT LOANS TO
FUND GROWTH FUND FUND FUND CONTRACT PARTICIPANTS TOTAL
Additions: ---- FUND ---- ---- ---- -------- ------------ -----
----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Employee contributions $ 1,974,687 $ 961,499 $ 763,109 $ 2,226,611 $1,548,922 $ - $ - $ 7,474,828
Assets transferred from other 1,029,023 603,993 584,737 1,721,930 1,091,519 111,643 5,142,845
plans
Net appreciation/(depreciation)
in fair value of investments 234,343 160,186 (411) - 360,663 - - 754,781
Investment income:
Interest - - - 691,327 - 180,432 85,190 956,949
Dividends 697,779 277,922 393,893 - 236,530 - - 1,606,124
----------- ---------- ---------- ----------- ---------- ----------- ---------- -----------
Total additions 3,935,832 2,003,600 1,741,328 4,639,868 3,237,634 180,432 196,833 15,935,527
----------- ---------- ---------- ----------- ---------- ----------- ---------- -----------
Deductions:
Withdrawals 1,282,753 512,612 618,362 2,851,977 761,985 304,623 115,159 6,447,471
Trust management fees 14,013 7,366 5,869 24,010 11,630 1,256 - 64,144
----------- ---------- ---------- ----------- ---------- ----------- ---------- -----------
Total deductions 1,296,766 519,978 624,231 2,875,987 773,615 305,879 115,159 6,511,615
----------- ---------- ---------- ----------- ---------- ----------- ---------- -----------
Net assets transferred between 845,260 271,486 709,929 1,219,518 711,221 (4,069,434) 312,020 -
funds ----------- ---------- ---------- ----------- ---------- ----------- ---------- -----------
Net increase/(decrease) 3,484,326 1,755,108 1,827,026 2,983,399 3,175,240 (4,194,881) 393,694 9,423,912
Net assets available for plan
benefits at beginning of year 9,918,561 3,618,635 3,258,345 15,678,475 5,576,470 4,194,881 956,004 43,201,371
----------- ---------- ---------- ----------- ---------- ----------- ---------- ----------
Net assets available for plan
benefits at end of year $13,402,887 $5,373,743 $5,085,371 $18,661,874 $8,751,710 $ - $1,349,698 $52,625,283
=========== ========== ========== =========== ========== =========== ========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
5
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE A--DESCRIPTION OF THE PLAN
The following description of the ICF Kaiser International, Inc. Section 401(k)
Plan (the Plan) provides only general information. Participants should refer to
the Plan agreement for more detailed information.
The Plan was established effective March 1, 1989 in accordance with section
401(k) of the Internal Revenue Code. The Plan is subject to the provisions of
the Employee Retirement Income Security Act of 1974 (ERISA) and is administered
by an administrator appointed by ICF Kaiser International, Inc. (the Company).
On June 26, 1993, the Company changed its name to ICF Kaiser International, Inc.
On the same date, the Company changed the Plan name to ICF Kaiser International,
Inc. Section 401(k) Plan and restated the Plan to include two amendments as
follows: 1) the Plan was amended to include an employer contribution match of
20 percent up to a four percent maximum of the employees compensation, and 2)
the Plan's maximum contribution allowable was amended so that it may be changed
at the discretion of the committee. The Plan is a voluntary, defined
contribution plan that allows eligible employees to contribute up to 12% of
their compensation up to a statutory limit. Employee contributions are
deposited with the Vanguard Fiduciary Trust Company, as trustee, where they are
accumulated and invested on behalf of the Plan at the discretion of the
employee.
Within guidelines established by the Plan, participants may elect to direct
their accounts into several alternative investment funds. As of December 31,
1993, the Plan had five eligible investment funds:
Vanguard Wellington Fund
- ------------------------
This fund follows a diversified and balanced program of investing in bonds and
common stocks to conserve principal and provide reasonable income without undue
risk.
Vanguard W. L. Morgan Growth Fund
- ---------------------------------
This fund seeks long-term growth of capital by investing in a portfolio of
common stocks.
Vanguard Investment Grade Bond Fund
- -----------------------------------
This fund seeks to provide a high level of current income, consistent with
maintenance of principal and liquidity, by investing in a diversified portfolio
of long-term, investment-grade bonds.
Vanguard Money Market Fund
- --------------------------
This fund invests in high-quality money market instruments that mature in one
year or less. The objectives of the fund are maximum current income,
preservation of capital, and liquidity.
Vanguard Index 500 Fund
- -----------------------
This fund attempts to provide investment results that correspond to the price
and yield performance of publicly traded stocks, in the aggregate, as
represented by the Standard & Poor's 500 Composite Stock Price Index.
6
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE A--DESCRIPTION OF THE PLAN (Continued)
In 1992, the Company registered 2.5 million shares of its common stock, par
value $0.01 per share, and a number of Plan interests with the Securities and
Exchange Commission in order to establish a Company common stock investment
option. As of December 31, 1993, this option was not available to participants.
Effective April 28, 1994, a sixth participant-directed investment option, the
ICF Kaiser International, Inc. Common Stock Fund (The ICF Kaiser Stock Fund),
was added to the Plan. The ICF Kaiser Stock Fund will be invested primarily in
ICF Kaiser common stock, but will be divided into fund units rather than shares
of stock. Each fund unit will be valued at $10.00 per unit.
There were 2,995 participants in the Plan as of December 31, 1993. The number
of participants investing in each of the investment options as of December 31,
1993 was as follows:
<TABLE>
<S> <C>
Vanguard Wellington Fund 1,890
Vanguard W. L. Morgan Growth Fund 1,287
Vanguard Investment Grade Bond Fund 1,201
Vanguard Money Market Fund 1,728
Vanguard Index 500 Fund 1,724
</TABLE>
Employee contributions and the Company match are fully vested upon initial
participation and nonforfeitable upon receipt by the Plan. Income, expenses,
and gains or losses (realized and unrealized) of Plan investments are allocated
among participants based upon their respective account balances.
Participants may borrow up to half of their account balance within guidelines
established by a loan committee of the Company. Loans accrue interest at the
prime rate as determined at the time of issuance. Loans are repaid through
payroll deductions on a bi-weekly basis over terms ranging from 1 to 10 years.
At December 31, 1993, there were 288 participants with outstanding loan
balances.
Upon termination, a participant may elect to receive their account balance in a
lump-sum distribution or delay withdrawal until a future date.
NOTE B--ACCOUNTING POLICIES
The Plan follows the accrual method of accounting for financial reporting
purposes. The financial statements are prepared in accordance with generally
accepted accounting principles.
Investments are valued for financial statement purposes at fair value. The
values for the Vanguard Funds are based on the quoted net asset value
(redemption value) of the respective investment fund as of the Plan year end.
Security transactions are accounted for on the date securities are purchased or
sold (trade date). Dividend income is recorded on the ex-dividend date.
Interest income is recognized when earned.
7
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE B--ACCOUNTING POLICIES (Continued)
The Plan has invested in the investment options directed by its participants.
The Plan has not experienced any net losses on its investments.
Employees who have retired upon either reaching the normal retirement date (age
65) or a deferred retirement date, or who have terminated employment with the
Company may elect to withdraw the entire amount of their contribution account.
Benefits are recorded when paid. Benefits due to former employees who have not
yet received the balance of their accounts and who have elected to withdraw from
the Plan totalled $885,966 and $911,385 at December 31, 1993 and 1992,
respectively.
Administrative expenses of the Plan are paid by the participants and are
deducted from participants' accounts based on a flat quarterly fee.
Additionally, the Company provides certain administrative support to the Plan at
no cost to the Plan.
Certain 1992 financial statement amounts have been reclassified to conform to
the 1993 presentation.
NOTE C--FEDERAL INCOME TAXES
In March 1992, the Internal Revenue Service ruled that the Plan qualifies under
Section 401(a) of the Internal Revenue Code. The Plan has been amended since
receiving this determination letter. However, the Plan Administrators and the
Plan's tax counsel believe that the plan is currently designed and being
operated in compliance with the applicable requirements of the Internal Revenue
Code. Therefore, they believe earnings on contributions to the Plan are not
subject to tax under present income tax laws and employee contributions to the
Plan are not subject to Federal income tax to the employee until distribution
from the Plan.
NOTE D--INVESTMENTS
Investments of the Plan are maintained by the Vanguard Fiduciary Trust Company.
The following table sets forth the fair value and cost of pooled fund
investments.
<TABLE>
<CAPTION>
December 31, 1993
---------------------------------------------------
Number of
Shares
or Principal Value per Historical Fair Market
Amount Share Cost Value
-------------- --------- ----------- -----------
<S> <C> <C> <C> <C>
Pooled Funds:
Vanguard Wellington 853,596 shares $20.40 $15,680,763 $17,413,370
Vanguard W.L. Morgan 511,549 shares $12.01 6,226,809 6,143,715
Growth
Vanguard Investment 630,449 shares $ 9.22 5,526,214 5,812,745
Grade Bond
Vanguard Money Market 17,212,226 shares $ 1.00 17,212,226 17,212,226
Vanguard Index 500 235,045 shares $43.83 8,963,168 10,302,058
Loans to Participants $1,618,925 1,618,925 1,618,925
----------- -----------
Total Investments $55,228,105 $58,503,039
=========== ===========
</TABLE>
8
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE D--INVESTMENTS (Continued)
<TABLE>
<CAPTION>
December 31, 1992
---------------------------------------------------
Number of
Shares
or Principal Value per Historical Fair Market
Amount Share Cost Value
-------------- --------- ----------- -----------
<S> <C> <C> <C> <C>
Pooled Funds:
Vanguard Wellington 695,882 shares $19.16 $12,289,438 $13,333,097
Vanguard W.L. Morgan 422,062 shares $12.65 5,047,816 5,339,085
Growth
Vanguard Investment 571,043 shares $ 8.86 4,847,209 5,059,440
Grade Bond
Vanguard Money Market 18,585,394 shares $ 1.00 18,585,394 18,585,394
Vanguard Index 500 212,176 shares $40.97 7,669,523 8,692,867
Loans to Participants $1,349,698 1,349,698 1,349,698
----------- -----------
Total Investments $49,789,078 $52,359,581
=========== ===========
</TABLE>
NOTE E--ASSETS TRANSFERRED
The amount of assets transferred from other plans represents the integration
of a plans sponsored by an entity owned by ICF Kaiser International, Inc. and
rollovers for new employees from other employer qualified plans. The total of
assets transferred from plans of entities owned by ICF Kaiser International,
Inc. during the years ended December 31, 1993 and 1992 were $0 and $4,299,059,
respectively. Assets transferred from other employer qualified plans totalled
$607,442 and $843,786 for the years ended December 31, 1993 and 1992,
respectively.
NOTE F -- CONCENTRATION OF CREDIT RISK
Financial instruments which potentially subject the Plan to concentrations of
credit risk consist primarily of investments. The Plan has invested wholly in
Vanguard investment funds. Each of the Vanguard Funds is registered under the
Investment Act of 1940 as a diversified open-end investment company. Certain
funds invest in corporate debt instruments. The issuers' abilities to meet
these obligations may be affected by economic developments in their respective
industries. The Plan has no formal policy regarding collateral to support the
financial instruments subject to credit risk.
9
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE G--RECONCILIATION TO FORM 5500
The following is a reconciliation of net assets available for benefits per the
financial statements to the Form 5500 as of December 31:
<TABLE>
<CAPTION>
1993 1992
------------ ------------
<S> <C> <C>
Net assets available for benefits per the $58,837,021 $52,625,283
financial statements
Amounts allocated to withdrawing participants (885,966) (911,385)
----------- -----------
Net assets available for benefits per the Form 5500 $57,951,055 $51,713,898
=========== ===========
</TABLE>
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500 for the years ended December 31, 1993:
<TABLE>
<CAPTION>
1993 1992
----------- --------------
<S> <C> <C>
Withdrawals per the financial statements $7,538,056 $6,447,471
Add: Amounts allocated to withdrawing 885,966 911,385
participants at end of year
Less: Amounts allocated to withdrawing (911,385) ( 0)
participants at beginning of year ---------- ----------
Benefits paid to participants per Form 5500 $7,512,637 $7,358,856
========== ==========
</TABLE>
10
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
ITEM 27a
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1993
<TABLE>
<CAPTION>
Number of Shares
Identity of Issue or Principal Amount Cost Current Value
- ----------------- ------------------- ---- -------------
<S> <C> <C> <C>
Pooled Funds:
Vanguard Wellington 853,596 shares $15,680,763 $17,413,370
Vanguard W. L. Morgan
Growth 511,549 shares 6,226,809 6,143,715
Vanguard Investment Grade
Bond 630,449 shares 5,526,214 5,812,745
Vanguard Money Market 17,212,226 shares 17,212,226 17,212,226
Vanguard Index 500 235,045 shares 8,963,168 10,302,058
Loans to Participants
Fully amortizing,
bearing interest ranging
from 6% to 9% and maturing
at various dates through
December, 2002 $ 1,618,925 1,618,925 1,618,925
------------ -----------
Total Investments $55,228,105 $58,503,039
=========== ============
</TABLE>
11
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
ITEM 27d
SCHEDULE OF REPORTABLE TRANSACTIONS
for the year ended December 31, 1993
Plan assets at January 1, 1993 -- $52,625,283 5% -- $2,631,264
I. Single transactions in excess of 5%:
None.
II. Series of transactions with respect to any pension other than securities
in excess of 5%:
None.
III. Series of transactions with respect to securities of the same issue
in excess of 5%:
<TABLE>
<CAPTION>
==========================================================================================================
Net
Proceeds No. Net Market
Cost of No. of from of Historical Value
Identity of Issue Purchases Purchases Sales Sales Gain Gain
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Vanguard Wellington Fund $ 5,584,549 187 $ 2,421,524 134 $228,294 $119,203
Vanguard/W.L. Morgan Growth Fund 2,787,596 154 1,690,320 130 81,708 14,069
Vanguard Investment Grade Bond Fund 2,299,663 193 1,742,612 129 121,951 73,871
Vanguard Money Market Fund 5,230,276 216 6,603,445 186 0 0
Vanguard Index 500 Fund 4,165,213 189 3,197,166 148 325,584 100,441
- ----------------------------------------------------------------------------------------------------------
Totals $20,067,297 $15,655,067 $757,537 $307,584
==========================================================================================================
</TABLE>
IV. Transactions with respect to securities with a person if any prior or
subsequent transaction with such person exceeded 5%:
None.
12
<PAGE>
SIGNATURES
The Plan. 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 on its behalf by the
undersigned hereunto duly authorized.
ICF Kaiser International, Inc. Section 401(k) Plan
Date: June 29, 1994 /s/ Michael K. Goldman
----------------------------------------------
Michael K. Goldman
Plan Administrator
- 13 -
<PAGE>
INDEX
Exhibit Description of Exhibit Page
- ------- ---------------------- ----
Exhibit No. 23 -- Consent of Coopers & Lybrand
(the Plan's Independent Accountants)............ 15
Exhibit No. 99 -- ICF Kaiser International, Inc. Section 401(k)
Plan (as amended and restated as of March 1, 1993)
(and further amended with respect to name change
only as of June 26, 1993) (Incorporated by
reference to Exhibit No. 10(f) to Quarterly
Report on Form 10-Q (Registrant No. 1-12248)
for the second quarter of fiscal 1994 filed
with the Commission on October 15, 1993)
- 14 -
<PAGE>
Exhibit No. 23
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration statement
of ICF Kaiser International, Inc. on Form S-8 (Registration No. 33-51460), of
our report dated May 28, 1994, on our audits of the financial statements of the
ICF Kaiser International, Inc. Section 401(k) Plan as of December 31, 1993 and
1992, and for the years then ended, and the related supplemental schedules as of
and for the year ended December 31, 1993, which report is included in the Plan's
Annual Report on Form 11-K.
Coopers & Lybrand
