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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 11-K
REPORT FOR THE TWELVE-MONTH PERIOD ENDED
DECEMBER 31, 1995
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For the twelve-month period ended December 31, 1995.
Commission file number: 1-4188
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
RUBBERMAID PROFIT SHARING PLAN
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
Rubbermaid Incorporated
1147 Akron Road
Wooster, Ohio 44691-6000
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Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
RUBBERMAID PROFIT SHARING PLAN
Dated: 6/25/96 /s/ Lillian R. Connor
-------------- ---------------------------------
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Exhibit 23
INDEPENDENT AUDITORS' CONSENT
-----------------------------
The Board of Directors
Rubbermaid Incorporated:
We consent to incorporation by reference in the registration statement (No.
33-57093) on Form S-8 of Rubbermaid Incorporated of our report dated June 14,
1996, relating to the statements of assets available for benefits of Rubbermaid
Incorporated Profit Sharing Plan as of December 31, 1995 and 1994, and the
related statements of changes in assets available for benefits for the years
ended December 31, 1995 and 1994, which report appears in the December 31, 1995
annual report on Form 11-K of Rubbermaid Incorporated.
KPMG Peat Marwick LLP
Cleveland, Ohio
June 25, 1996
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RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Financial Statements
December 31, 1995 and 1994
(With Independent Auditors' Report Thereon)
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RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Table of Contents
-----------------
Independent Auditors' Report
Statements of Assets Available for Benefits
December 31, 1995 and 1994
Statements of Changes in Assets Available for Benefits
Years ended December 31, 1995 and 1994
Notes to Financial Statements
<PAGE> 6
INDEPENDENT AUDITORS' REPORT
----------------------------
Plan Administrator of
Rubbermaid Incorporated Profit Sharing Plan:
We have audited the accompanying statements of assets available for benefits of
the Rubbermaid Incorporated Profit Sharing Plan (Plan) as of December 31, 1995
and 1994, and the related statements of changes in assets available for benefits
for the years ended December 31, 1995 and 1994. 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 assets available for benefits of the Plan as of
December 31, 1995 and 1994, and the changes in assets available for benefits for
the years ended December 31, 1995 and 1994, in conformity with generally
accepted accounting principles.
KPMG Peat Marwick LLP
Cleveland, Ohio
June 14, 1996
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RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Statements of Assets Available for Benefits
December 31, 1995 and 1994
<TABLE>
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
Assets
Plan interest in the investments of the Profit Sharing
Retirement Trust for Rubbermaid Incorporated
and Related Companies (notes 1 and 3) $ -- 31,789,577
Employer contribution receivable -- 4,755,404
---------- ----------
Assets available for benefits $ -- 36,544,981
========== ==========
</TABLE>
See accompanying notes to financial statements.
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RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Statements of Changes in Assets Available for Benefits
Years ended December 31, 1995 and 1994
<TABLE>
<CAPTION>
1995 1994
---- ----
<S> <C> <C>
Additions
Plan interest in investment income from the
Profit Sharing Retirement Trust for Rubbermaid
Incorporated and Related Companies (notes 1 and 3) $ 1,237,855 1,439,342
Employer contributions -- 5,479,226
Participant contributions 800,713 --
------------ -----------
Total contributions 800,713 5,479,226
------------ -----------
Total additions 2,038,568 6,918,568
Deductions
Benefits paid to participants (310,382) (2,018,532)
------------ -----------
Net increase prior to plan transfers 1,728,186 4,900,036
Net transfers from (to) other Rubbermaid Incorporated plans
(Notes 1[d] and 6) (38,273,167) 3,527,068
------------ -----------
Net increase (decrease) (36,544,981) 8,427,104
Assets available for benefits
Beginning of year 36,544,981 28,117,877
------------ -----------
End of year $ -- 36,544,981
============ ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 9
RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Notes to Financial Statements
December 31, 1995
(1) Description of the Plan
-----------------------
The following brief description of the Rubbermaid Incorporated Profit
Sharing Plan (Plan) is provided for general information purposes only.
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 profit sharing plan covering
associates of Rubbermaid Incorporated (Company) at the following
locations (participating employers):
Rubbermaid Specialty Products, Inc.:
Winfield, Kansas
Rubbermaid Commercial Products, Inc.:
Centerville, Iowa
Cleveland, Tennessee
Home Products Division of Rubbermaid Incorporated:
Statesville, North Carolina
Cortland, New York
Goodyear, Arizona
Rubbermaid Office Products, Inc.
Maryville, Tennessee
Carson, California
The Little Tikes Company:
Hudson, Ohio
City of Industry, California
Sebring, Ohio
Shippensburg, Pennsylvania
Aurora, Missouri
Participation in the Plan begins on the January 1 coincident with
or following an associate's date of hire. The Plan is subject to
the provisions of the Employee Retirement Income Security Act of
1974 (ERISA). Effective January 1, 1994, the plan was changed from
a money purchase plan to a profit sharing plan, and the minimum
funding standards are no longer applicable.
(b) Contributions
-------------
Prior to January 1, 1995, the Company contributed to the Plan 5
percent of the aggregate eligible compensation of the
participants. Voluntary contributions by participants to the Plan
(for certain participating employers) were suspended effective
January 1, 1987.
For Plan years beginning on or after January 1, 1995, the Company
contributes to the Plan a minimum of 3 percent of the aggregate
eligible compensation of the participants, plus an additional
amount (not to exceed 4.7 percent) of the aggregate
(Continued)
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2
RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Notes to Financial Statements
eligible compensation of the participants, which varies with the
level of Return on Net Assets which is achieved for the Plan
year. Also effective January 1, 1995, a 401(k) salary deferral
feature was added to the Plan allowing participants to make
pretax deferrals (to a maximum of 10 percent) of base salary or
wages, and amounts paid through the Improvement Sharing Plan.
For the associates earning above the Social Security Wage Base,
an additional amount will be contributed equal to double the
amount contributed on their aggregate earnings below the Social
Security Wage Base.
(c) Participant Accounts
--------------------
Separate accounts are maintained for each participant.
Contributions are invested, as instructed by the participants, in
one or more of the available investments. Each participant's
account is credited with the participant's contribution, if any,
(for amounts contributed prior to January 1, 1987, and subsequent
to December 31, 1994) and an allocation of the Company's
contribution and Plan earnings. Allocations are based upon
participant earnings and service as defined. Forfeitures of
terminated participants' nonvested accounts reduce the employer
contribution.
(d) Transfers
---------
The plan investments are commingled with certain other Rubbermaid
plans in a master trust. Prior to 1994, multiple participant
accounts were maintained for participants who transferred to a
Rubbermaid location covered under other Rubbermaid profit sharing
plans participating in the same master trust. During 1994, the
multiple accounts were combined for each participant resulting in
transfers from other master trust plans.
(e) Vesting
-------
Participants are immediately vested in the portion of their
accounts attributable to associate voluntary contributions plus
actual earnings thereon and in 401(k) contributions and earnings.
Vesting in the remainder of their accounts is based upon years of
service. A participant becomes fully vested after completing seven
years of credited service. Upon death, disability retirement, or
attainment of age 65, participants become fully vested.
(f) Investments
-----------
All investments are participant directed and the participants may
elect to invest the employer contribution allocated to their
account in the Plan in one or more of the four investment funds
held by the Plan. Investment funds available are: (a) the Equity
Index Fund, comprised primarily of common stocks or securities
convertible into common stocks; (b) the Fixed Income Fund,
comprised primarily of government debt securities and investment
grade corporate debt securities the income or return from which is
fixed; (c) the Stable Value Fund, comprised primarily of
guaranteed principal and interest contracts with major financial
institutions and insurance companies; and (d) the Stock Fund,
comprised primarily of the common stock of Rubbermaid
Incorporated.
(Continued)
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RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Notes to Financial Statements
For investment purposes only, the investments held in the separate
funds of the Plan are commingled with those of certain other
Company sponsored retirement plans having similar investment
programs. Collectively, such funds comprise the Profit Sharing
Retirement Trust for Rubbermaid Incorporated and Related
Companies, a bank-administered master trust fund. Allocation of
the master trust investments and income among plans is determined
on the basis of the value of the participant accounts attributed
to each plan.
(g) Payment of Benefits
-------------------
A participant is eligible to receive a distribution upon normal
retirement at age 65, late retirement, total permanent disability,
or death, either in a lump-sum cash payment equal to the value of
his or her account, or periodic payments in such amounts as
elected by the participant (subject to rules of the Plan). Upon
resignation or discharge, the amount to be set aside and paid
shall not exceed the participant's vested interest.
(h) Participant Loans
-----------------
Effective January 1, 1995, loans of up to 50 percent of the vested
portion of the Participant's individual account may be obtained
for qualified participants. The maximum loan permissible is the
lesser of $50,000 or one-half of the participant's vested balance.
For record keeping purposes, the outstanding principle balance of
participant loans are maintained in a separate account.
(2) Significant Accounting Policies
-------------------------------
(a) Basis of Presentation
---------------------
The accompanying financial statements have been prepared on the
accrual basis of accounting.
(b) Investment Valuation and Income Recognition
-------------------------------------------
The Plan's investments are stated at fair value except for the
guaranteed principal and interest contracts included in the Stable
Value Fund which are stated at contract value plus interest
reinvested. The Company stock is valued at its quoted market
price. Purchases and sales of securities are recorded on a
trade-date basis.
(c) Administrative Expenses
-----------------------
All normal cost and expense of administering the Plan and Trust
are paid by the Plan. Any cost resulting from a participant making
a directed investment, or obtaining a loan may be borne by such
participant or charged to the participant's individual account.
(d) Payment of Benefits
-------------------
Benefits are recorded when paid.
(Continued)
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4
RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Notes to Financial Statements
(e) 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 assets and
liabilities at the date of the financial statements and the
reported amounts of receipts and disbursements during the
reporting period. Actual results could differ from those
estimates.
(3) Master Trust Financial Information
----------------------------------
A summary of the master trust assets and the Plan's interest in the
master trust assets as of December 31, 1995 and 1994 is as follows:
<TABLE>
<CAPTION>
1995 199
----------------- ------------------
Market Percentage Market Percentage
Value Interest Value Interest
------ --------- ------ ----------
<S> <C> <C> <C> <C>
Equity Fund $ 60,463,367 - $ 44,440,896 12%
Fixed Income Fund 12,730,483 - 9,799,829 16
Stable Value Fund 307,186,961 - 291,504,586 8
Stock Fund 6,975,972 - 9,066,298 14
Loan Fund 9,185,087 - 4,406,468 --
------------ ------------
Total master trust assets $396,541,870 - $359,218,077 9%
============ ============
</TABLE>
The Plan has investment contracts with Primco Capital Management
(Primco). Primco maintains the contributions in a pooled account. The
account is credited with actual earnings on the underlying investments
and charged for Plan withdrawals and administration expenses charged by
Primco. The contract is included in the financial statements at contract
value, which approximates fair values. Contract value represents
contributions made under the contract, plus earnings less Plan
withdrawals and administrative expenses. The average yield and credited
interest rate was 6.77 percent and 7.39 percent as of December 31, 1995
and 1994, respectively.
(Continued)
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RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Notes to Financial Statements
A summary of master trust investment activity is as follows:
<TABLE>
<CAPTION>
Fixed Stable
Equity Income Value Loan Stock
Fund Fund Fund Fund Fund Totals
---- ---- ---- ---- ---- ------
<S> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1993 $ 45,666,257 9,016,044 277,927,928 4,406,833 -- 337,017,062
Employer contributions 3,420,511 1,265,598 12,474,438 -- 6,832 17,167,379
Net depreciation in fair value (1,437,577) (1,181,785) -- -- (605,498) (3,224,860)
Dividends 1,243,761 353,735 -- -- 144,020 1,741,516
Interest 21,781 404,165 20,839,140 602,629 6,644 21,874,359
Benefit payments (1,562,145) (443,513) (12,261,228) (172,193) (226,568) (14,665,647)
Transfers (3,016,199) 372,562 (7,133,301) (865) 9,777,803 --
Other 104,507 13,023 (342,391) (429,936) (36,935) (691,732)
----------- ------------ ------------ ---------- ------------ ------------
Balance at December 31, 1994 44,440,896 9,799,829 291,504,586 4,406,468 9,066,298 359,218,077
Employer contributions 3,460,500 1,499,364 12,017,685 -- 65,509 17,043,058
Participant contributions 1,134,258 406,586 2,948,499 -- 66,013 4,555,356
Net appreciation (depreciation)
in fair value 16,877,310 837,182 13,850,807 -- (1,704,252) 29,861,047
Dividends 385,125 1,157,486 -- -- 147,492 1,690,103
Interest 266,228 6,387 7,155,450 448,733 6,651 7,883,449
Loan repayments 517,713 105,761 2,020,885 (2,648,772) 4,413 --
Benefit payments (3,154,863) (705,710) (19,225,676) 326,384 (450,083) (23,209,948)
Loan disbursements (1,330,363) (226,553) (5,452,864) 7,213,380 (203,600) --
Interfund 891,430 (90,191) (1,405,559) -- 604,320 --
Transfers 84,846 (6,802) 817,084 (881,750) (13,378) --
Other (3,109,713) (52,856) 2,956,064 320,644 (613,411) (499,272)
----------- ------------ ------------ ---------- ------------ ------------
Balance at December 31, 1995 $60,463,367 12,730,483 307,186,961 9,185,087 6,975,972 396,541,870
=========== ============ ============ ========== ============ ============
</TABLE>
(4) 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 and the Trustee shall distribute the assets in accordance with
the terms of the Plan and the trust agreement. The Plan merger, as
discussed in Note 6, is not considered a termination of the Plan.
(5) Tax Status
----------
The Plan submitted a request for a determination letter in December 1994.
In December 1995, the Plan received a favorable determination letter in
which the Internal Revenue Service stated that the Plan, as then
designed, was in compliance with the applicable requirements of the
Internal Revenue Code (IRC). Subsequent to the submission, the Plan was
merged with the Rubbermaid Incorporated Associates' Profit Sharing
Retirement Plan. A new application will be submitted in September 1996
with the Internal Revenue Service concerning the qualified status of the
surviving plan. The plan administrator and the Plan's
<PAGE> 14
6
RUBBERMAID INCORPORATED PROFIT SHARING PLAN
Notes to Financial Statements
tax counsel believe that the Plan is currently designed and being
operated in compliance with the applicable requirements of the IRC.
Therefore, no provision for income taxes has been included in the Plan's
financial statements.
(6) Plan Merger
-----------
As of March 31, 1995, and effective April 1, 1995, the Plan was merged
with the Rubbermaid Commercial Products Incorporated Associates' Profit
Sharing Retirement Plan into the Rubbermaid Incorporated Associates'
Profit Sharing Retirement Plan. Simultaneously, a spin-off occurred
creating the Rubbermaid Incorporated Collectively Bargained Profit
Sharing Retirement Plan.
