<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, 1994
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
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
_______________
FINANCIAL STATEMENTS
as of December 31, 1994 and 1993 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 with Fund Information 2-3
Statements of Changes in Net Assets Available for Plan Benefits with Fund Information 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
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, 1994 and 1993, 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, 1994 and 1993, 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, 1994 and reportable transactions
for the year ended December 31, 1994 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
and fund information have been subjected to the auditing procedures applied in
the audits of the basic financial statements and, in our opinion, are fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
Coopers & Lybrand L.L.P.
Mclean, Virginia
June 9, 1995
1
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(K) PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
AS OF DECEMBER 31, 1994
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
-----------------------------------------------------------------------------------
VANGUARD VANGUARD VANGUARD
VANGUARD W.L. MORGAN INVESTMENT MONEY VANGUARD
WELLINGTON GROWTH GRADE BOND MARKET INDEX 500 ICF KAISER
FUND FUND FUND FUND FUND STOCK FUND
------------ ----------- ----------- ------------ ------------ ----------
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments at fair value:
Mutual funds $ 18,558,437 $ 6,874,063 $ 5,440,493 $ 15,616,274 $ 11,738,121 $ 427,690
Loans to participants - - - - - -
------------ ----------- ----------- ------------ ------------ ---------
18,558,437 6,874,063 5,440,493 15,616,274 11,738,121 427,690
Employee contributions
receivable 82,598 44,613 30,377 49,504 72,118 3,869
Employer contributions
receivable 20,919 11,366 8,131 13,313 18,382 966
Loan payment receivable 6,054 3,625 2,694 4,458 5,227 132
------------ ----------- ----------- ------------ ------------ ---------
Net assets available for
plan benefits $ 18,668,008 $ 6,933,667 $ 5,481,695 $ 15,683,549 $ 11,833,848 $ 432,657
============ =========== =========== ============ ============ =========
LOANS TO
PARTICIPANTS TOTAL
-------------- ------------
<S> <C> <C>
Assets:
Investments at fair value:
Mutual funds $ - $ 58,655,078
Loans to participants 2,043,688 2,043,688
-------------- ------------
2,043,688 60,698,766
Employee contributions
receivable - 283,079
Employer contributions
receivable - 73,077
Loan payment receivable - 22,190
-------------- ------------
Net assets available for
plan benefits $ 2,043,688 $ 61,077,112
============== ============
</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
AS OF DECEMBER 31, 1993
<TABLE>
<CAPTION>
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
------------ ----------- ----------- ------------ ------------ -------------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
Assets:
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.
3
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(K) PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1994
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
----------------------------------------------------------------------------------------
VANGUARD VANGUARD VANGUARD
VANGUARD W.L. MORGAN INVESTMENT MONEY VANGUARD
WELLINGTON GROWTH GRADE BOND MARKET INDEX 500 ICF KAISER
FUND FUND FUND FUND FUND STOCK FUND
------------ ----------- ----------- ------------ ------------ ----------
<S> <C> <C> <C> <C> <C> <C>
Additions:
Employee contributions $ 2,303,278 $ 1,229,435 $ 904,541 $ 1,409,369 $ 1,988,455 $ 40,650
Employer contributions 518,836 273,743 214,449 332,875 446,245 10,716
Assets transferred from other
plans 246,762 255,399 77,441 265,050 218,750 166,104
Net
appreciation/(depreciation)
in fair value of
investments (929,791) (353,046) (738,229) - (197,347) 26,459
Investment Income:
Interest - - - 662,551 - -
Dividends 836,709 259,020 441,957 - 356,655 -
------------ ----------- ----------- ------------ ------------ ---------
Total additions 2,975,794 1,664,551 900,159 2,669,845 2,812,758 243,929
------------ ----------- ----------- ------------ ------------ ---------
Deductions:
Withdrawals or Loan
Repayments 1,685,680 665,891 598,640 3,715,871 1,220,857 22
Assets transferred to
other plans 321,018 150,675 88,891 302,197 206,724 -
Trust management fees 17,059 9,097 6,524 18,580 14,532 219
------------ ----------- ----------- ------------ ------------ ---------
Total deductions 2,023,757 825,663 694,055 4,036,648 1,442,113 241
------------ ----------- ----------- ------------ ------------ ---------
Net assets transferred among
funds 206,296 (99,493) (577,427) (227,347) 79,771 188,969
------------ ----------- ----------- ------------ ------------ ---------
Net increase/(decrease) 1,158,333 739,395 (371,323) (1,594,150) 1,450,416 432,657
Net assets available for plan
benefits at beginning of year 17,509,675 6,194,272 5,853,018 17,277,699 10,383,432 -
------------ ----------- ----------- ------------ ------------ ---------
Net assets available for plan
benefits at end of year $ 18,668,008 $ 6,933,667 $ 5,481,695 $ 15,683,549 $ 11,833,848 $ 432,657
============ =========== =========== ============ ============ =========
LOANS TO
PARTICIPANTS TOTAL
-------------- ------------
<S> <C> <C>
Additions:
Employee contributions $ - $ 7,875,728
Employer contributions - 1,796,864
Assets transferred from other
plans - 1,229,506
Net
appreciation/(depreciation)
in fair value of
investments - (2,191,954)
Investment Income:
Interest 106,176 768,727
Dividends - 1,894,341
-------------- ------------
Total additions 106,176 11,373,212
-------------- ------------
Deductions:
Withdrawals or Loan
Repayments 92,715 7,979,676
Assets transferred to
other plans 17,929 1,087,434
Trust management fees - 66,011
-------------- ------------
Total deductions 110,644 9,133,121
-------------- ------------
Net assets transferred among
funds 429,231 -
-------------- ------------
Net increase/(decrease) 424,763 2,240,091
Net assets available for plan
benefits at beginning of year 1,618,925 58,837,021
-------------- ------------
Net assets available for plan
benefits at end of year $ 2,043,688 $ 61,077,112
============== ============
</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
FOR THE YEAR ENDED DECEMBER 31, 1993
<TABLE>
<CAPTION>
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
------------ ----------- ----------- ------------ ------------ -------------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions:
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 or Loan
Repayments 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 among
funds 1,266,391 (84,930) (392,869) (1,091,855) 67,400 235,863 -
------------ ----------- ----------- ------------ ------------ -------------- ------------
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.
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 March 1, 1994, the Company increased its match from 20 to 50 percent of the
first four percent of employee deferrals to the plan. The Plan is a voluntary,
defined contribution plan that allows eligible employees of the Company to
contribute, on a pre-tax basis up to 12% of their compensation up to a statutory
limit. Employee contributions are deposited with the Vanguard Fiduciary Trust
Company (Vanguard), 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,
1994, the Plan had six 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.
ICF Kaiser Stock Fund
- ---------------------
This fund is invested primarily in common stock of ICF Kaiser International,
Inc. This fund, which was added to the Plan effective April 28, 1994, has been
divided into fund units rather than shares of stock. Each fund unit was
initially valued at $10.00. By design, the number of units owned by each
participant is not equal to the number of shares of the underlying company
stock, nor is the unit
6
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE A--DESCRIPTION OF THE PLAN (Continued)
price of the Company Stock Fund equal to the market value of the shares of
underlying stock. There are two reasons for these differences: first, in order
to differentiate between the share price of the Company stock and the unit value
of the Company Stock Fund, Vanguard assigns an arbitrary initial unit value
(typically $10 per unit) to the fund; second, in addition to shares of stock,
the unit value includes proportionate interest in the cash balance held by the
Company Stock Fund. As of December 31, 1994, Plan participants own 136,642
shares of Company common stock with a per share fair value of $3.13 based upon
quoted market prices.
Although the unit value of the Company Stock Fund and the current market value
of the underlying company stock are not equal, a participant can easily
determine the approximate number of shares of the underlying company stock
represented by his or her Fund units on the conversion date by dividing the
total market value of his or her account balance by the current share price of
the stock.
In April 1995, the Plan added the following additional investment options.
Vanguard Explorer Fund
- ----------------------
A common-stock fund that seeks long-term growth of capital by investing in small
and emerging growth companies.
Vanguard International Growth Portfolio
- ---------------------------------------
An international fund diversified in the common stocks of companies in as many
as 30 foreign markets.
There were 3,563 participants in the Plan as of December 31, 1994. The number
of participants investing in each of the investment options as of December 31,
1994 and 1993 was as follows:
<TABLE>
<CAPTION>
1994 1993
---- ----
<S> <C> <C>
Vanguard Wellington Fund 2,019 1,890
Vanguard W. L. Morgan Growth Fund 1,422 1,287
Vanguard Investment Grade Bond Fund 1,211 1,201
Vanguard Money Market Fund 1,643 1,728
Vanguard Index 500 Fund 1,852 1,724
ICF Kaiser Stock Fund 106 -
</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, 1994, there were 338 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.
7
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE B--ACCOUNTING POLICIES
The Plan follows the accrual method of accounting for financial reporting
purposes. The accompanying 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 funds as of the Plan's year end.
Loans to participants are recorded at cost which approximates fair value.
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.
The Plan presents, in the statement of changes in net assets, the net
appreciation (depreciation) in the fair value of its investments which consist
of the realized gain or losses and the unrealized appreciation (depreciation) on
those investments.
The Plan has invested in the investment funds directed by its participants.
Employees who retire upon reaching either 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 account. Withdrawals are
recorded when paid. Benefits due to former employees who have not yet received
the balance of their accounts and who had elected to withdraw from the Plan
totalled $35,010 and $885,966 at December 31, 1994 and 1993, respectively.
Administrative expenses of the Plan are paid by the Plan 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.
NOTE C--FEDERAL INCOME TAXES
In January 1995, 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.
8
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE D--INVESTMENTS
Investments of the Plan are maintained by the Vanguard Fiduciary Trust Company.
The following table sets forth the fair value and historical cost of pooled fund
investments.
<TABLE>
<CAPTION>
December 31, 1994
------------------------------------------------------
Number of Shares
or Principal Value per Historical Fair
Amount Share Cost Value
----------------- --------- ----------- -----------
<S> <C> <C> <C> <C>
Pooled Funds:
Vanguard Wellington 957,114 shares $19.39 $17,854,014 $18,558,437
Vanguard W.L. Morgan Growth 605,111 shares $11.36 7,253,974 6,874,063
Vanguard Investment Grade Bond 675,838 shares $ 8.05 5,824,744 5,440,493
Vanguard Money Market 15,616,274 shares $ 1.00 15,616,274 15,616,274
Vanguard Index 500 273,170 shares $42.97 10,785,059 11,738,121
ICF Kaiser Stock Fund 39,934 units $10.70 402,859 427,690
Loans to Participants $2,043,688 2,043,688 2,043,688
----------- -----------
Total Investments $59,780,612 $60,698,766
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
December 31, 1993
------------------------------------------------------
Number of Shares
or Principal Value per Historical Fair
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 Growth 511,549 shares $12.01 6,226,809 6,143,715
Vanguard Investment Grade Bond 630,449 shares $ 9.22 5,526,214 5,812,745
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>
9
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE E--ASSETS TRANSFERRED
The amount of assets transferred to other plans represents the integration of
plans sponsored by an entity owned by the Company. The amounts transferred from
other plans represent rollovers for new employees from other employer qualified
plans. The total of assets transferred to plans of entities owned by the
Company during the years ended December 31, 1994 was $1,087,434. Assets
transferred from other employer qualified plans totalled $1,229,506 and $607,442
for the years ended December 31, 1994 and 1993, 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 offered plan
participants investment in various 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.
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>
1994 1993
------------ ------------
<S> <C> <C>
Net assets available for benefits per the financial $61,077,112 $58,837,021
statements
Amounts allocated to withdrawing participants (35,010) (885,966)
------- --------
Net assets available for benefits per the Form 5500 $61,042,102 $57,951,055
=========== ===========
</TABLE>
The following is a reconciliation of withdrawals per the financial statements to
benefits paid to participants per Form 5500 for the years ended December 31:
<TABLE>
1994 1993
----------- -----------
<S> <C> <C>
Withdrawals per the financial statements $7,979,676 $7,538,056
Add: Amounts allocated to withdrawing participants 35,010 885,966
at end of year
Less: Amounts allocated to withdrawing participants (885,966) (911,385)
at beginning of year -------- --------
Benefits paid to participants per Form 5500 $7,128,720 $7,512,637
========== ==========
</TABLE>
10
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
ITEM 27a
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
<TABLE>
<CAPTION>
December 31, 1994
Number of Shares Historical Fair
Identity of Issue or Principal Amount Cost Value
- ----------------- ------------------- ---- -----
<S> <C> <C> <C>
Pooled Funds:
Vanguard Wellington 957,114 shares $17,854,014 $18,558,437
Vanguard W. L. Morgan Growth 605,111 shares 7,253,974 6,874,063
Vanguard Investment Grade Bond 675,838 shares 5,824,744 5,440,493
Vanguard Money Market 15,616,274 shares 15,616,274 15,616,274
Vanguard Index 500 273,170 shares 10,785,059 11,738,121
ICF Kaiser Stock Fund 39,934 units 402,859 427,690
Loans to Participants
Fully amortizing,
bearing interest ranging
from 6% to 12% and maturing
at various dates through
December 2003 $ 2,043,688 2,043,688 2,043,688
----------- -----------
Total Investments $59,780,612 $60,698,766
=========== ===========
</TABLE>
11
<PAGE>
ICF KAISER INTERNATIONAL, INC.
SECTION 401(k) PLAN
ITEM 27d
SCHEDULE OF REPORTABLE TRANSACTIONS
for the year ended December 31, 1994
Plan assets at January 1, 1994 -- $58,837,021 5% -- $2,941,851
I. Single transactions in excess of 5%:
None.
II. Series of transactions with respect to any plan asset 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 Fair
Cost of No. of from of Historical Value
Identity of Issue Purchases Purchases Sales Sales Gain (Loss) Gain (Loss)
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Vanguard Wellington Fund $ 5,174,166 171 $ 3,099,308 150 $ 98,393 $ (73,436)
Vanguard W.L. Morgan Growth Fund 2,648,672 143 1,565,278 136 (56,230) (31,871)
Vanguard Investment Grade Bond Fund 2,079,312 182 1,713,334 159 (67,448) (118,484)
Vanguard Money Market Fund 5,318,122 209 6,914,074 176 0 0
Vanguard Index 500 Fund 4,564,324 177 2,930,913 158 188,480 (5,389)
- -----------------------------------------------------------------------------------------------------------------
Totals $19,784,596 $16,222,907 $163,195 $(229,180)
=================================================================================================================
</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
/s/ Michael K. Goldman
-----------------------------
Michael K. Goldman
Plan Administrator
Date: June 28, 1995
INDEX
<TABLE>
<CAPTION>
Exhibit Description of Exhibit
- ------- ----------------------
<S> <C>
No. 23 Consent of Coopers & Lybrand
(the Plan's Independent Accountants)
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)
and
Amendment No. 1 dated April 24, 1995 (incorporated by reference to
Exhibit 10(p)(1) to Annual Report on Form 10-K (Registrant No. 1-
12248) for the second quarter of fiscal 1995 filed with the Commission
on May 23, 1995)
</TABLE>
13
<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 June 9, 1995, on our audits of the financial statements of the
ICF Kaiser International, Inc. Section 401(k) Plan as of December 31, 1994 and
1993, and for the years then ended, and the related supplemental schedules as of
and for the year ended December 31, 1994, which report is included the Plan's
Annual Report on Form 11-K.
Coopers & Lybrand L.L.P.
Mclean, Virgina
June 9, 1995
