<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
-----------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
-------------------- ------------------
Commission file number 1-10745
-------
A. Full title of the Plan and the address of the Plan. If
different from that of the issuer named below:
CALDOR, INC. PROFIT SHARING PLAN
B. Name of the issuer of the securities held pursuant to the Plan
and the address of its principal executive office:
THE CALDOR CORPORATION
----------------------
(Exact name of Registrant as specified in its charter)
Delaware 06-1282044
- ------------------------------- --------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) No.)
20 Glover Avenue, Norwalk, CT 06856-5620
- ------------------------------- --------------------------------
(Address of principal executive (Zip Code)
offices)
Registrant's telephone number, including area code: (203) 846-1641
<PAGE> 2
CALDOR, INC. PROFIT SHARING PLAN
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PAGE
<S> <C>
INDEPENDENT AUDITORS' REPORT 1-2
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits with Fund Information
For the Years Ended December 31, 1996 and 1995 3-4
Statements of Changes in Net Assets Available for Benefits with Fund
Information For the Years Ended December 31, 1996 and 1995 5-6
Notes to Financial Statements 7-14
SUPPLEMENTAL SCHEDULES IN COMPLIANCE WITH THE EMPLOYEE
RETIREMENT INCOME SECURITY ACT OF 1974 FOR THE YEAR ENDED
DECEMBER 31, 1996:
Item 27(a) - Schedule of Assets Held for Investment Purposes 15
Item 27(d) - Schedule of Reportable Transactions - Aggregated by Issue 16
Item 27(d) - Schedule of Reportable Transactions - Single Transactions 17
</TABLE>
Schedules relating to party-in-interest transactions, loans or fixed income
obligations in default and leases in default have been omitted because there
were none during the 1996 plan year.
<PAGE> 3
INDEPENDENT AUDITORS' REPORT
Plan Administrator of
Caldor, Inc. Profit Sharing Plan
Norwalk, Connecticut
We have audited the accompanying statements of net assets available for benefits
of the Caldor, Inc. Profit Sharing Plan (the "Plan") as of December 31, 1996 and
1995, and the related statements of changes in net assets available for 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1996 and 1995, and the changes in net assets available for benefits for the
years then ended in conformity with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
of (1) assets held for investment purposes as of December 31, 1996 and (2)
reportable transactions for the year ended December 31, 1996 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 supplemental
information by fund in the statements of net assets available for benefits and
the statements of changes in net assets available for benefits is presented for
the purpose of additional analysis of the basic financial statements rather than
to present information regarding the net assets available for benefits and
changes in net assets available for benefits of the individual funds, and is not
a required part of the basic financial statements. The supplemental schedules
and supplemental
<PAGE> 4
information by fund is the responsibility of the Plan's management. Such
supplemental schedules and supplemental information by fund have been subjected
to the auditing procedures applied in our audits of the basic financial
statements and, in our opinion, are fairly stated in all material respects when
considered in relation to the basic financial statements taken as a whole.
As discussed in Note 7 to the financial statements, the Plan sponsor, The Caldor
Corporation, filed for reorganization under Chapter 11 of the Federal Bankruptcy
Code on September 18, 1995.
DELOITTE & TOUCHE LLP
New York, New York
June 20, 1997
- 2 -
<PAGE> 5
CALDOR, INC. PROFIT SHARING PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
----------------------------------------------------------
CALDOR
COMMON EQUITY FIXED
STOCK INDEX INCOME BALANCED
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
ASSETS:
Cash $ 49 $ 52,053 $ 100,732 $ 144,587 $ 297,421
Investments - at fair
value (Notes 2 and 5) 442,864 14,648,068 7,549,458 3,899,187 26,539,577
Guaranteed group annuity
contract - at contract
value (Notes 2 and 5) -- -- 11,894,442 -- 11,894,442
-------- ----------- ----------- ---------- -----------
Total investments 442,913 14,700,121 19,544,632 4,043,774 38,731,440
-------- ----------- ----------- ---------- -----------
Receivables:
Employee contributions 17,449 113,591 114,518 54,513 300,071
Employer contributions 28,811 260,074 249,263 126,921 665,069
Due from broker for
investments sold -- 1,248 -- -- 1,248
Accrued interest and
dividends -- 4,328 -- -- 4,328
-------- ----------- ----------- ---------- -----------
Total receivables 46,260 379,241 363,781 181,434 970,716
-------- ----------- ----------- ---------- -----------
Total assets 489,173 15,079,362 19,908,413 4,225,208 39,702,156
-------- ----------- ----------- ---------- -----------
LIABILITIES:
Administrative expenses
payable 481 9,143 12,030 2,406 24,060
Due to broker for investments
purchased -- 53,027 100,268 144,469 297,764
-------- ----------- ----------- ---------- -----------
Total liabilities 481 62,170 112,298 146,875 321,824
-------- ----------- ----------- ---------- -----------
NET INTERFUND
TRANSFERS (3,897) (323,260) 326,349 808 --
-------- ----------- ----------- ---------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS $484,795 $14,693,932 $20,122,464 $4,079,141 $39,380,332
======== =========== =========== ========== ===========
</TABLE>
See notes to financial statements.
- 3 -
<PAGE> 6
CALDOR, INC. PROFIT SHARING PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
-----------------------------------------------------------------
CALDOR
COMMON EQUITY FIXED
STOCK INDEX INCOME BALANCED
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
ASSETS:
Cash $ -- $ 155 $ 310 $ 155 $ 620
Investments - at fair value
(Notes 2 and 5) 917,693 13,263,762 3,157,950 2,896,423 20,235,828
Guaranteed group annuity
contracts - at contract value
(Notes 2 and 5) -- -- 16,680,622 -- 16,680,622
---------- ----------- ----------- ---------- -----------
Total investments 917,693 13,263,917 19,838,882 2,896,578 36,917,070
---------- ----------- ----------- ---------- -----------
Receivables:
Employee contributions 42,396 155,453 193,138 80,082 471,069
Employer contributions 809,430 -- -- -- 809,430
Accrued interest and dividends 49 148 306 59 562
---------- ----------- ----------- ---------- -----------
Total receivables 851,875 155,601 193,444 80,141 1,281,061
---------- ----------- ----------- ---------- -----------
Total assets 1,769,568 13,419,518 20,032,326 2,976,719 38,198,131
---------- ----------- ----------- ---------- -----------
LIABILITIES:
Administrative expenses payable 2,745 18,734 29,856 4,180 55,515
---------- ----------- ----------- ---------- -----------
Total liabilities 2,745 18,734 29,856 4,180 55,515
---------- ----------- ----------- ---------- -----------
NET INTERFUND TRANSFERS (3,048) (2,203) 4,512 739 --
---------- ----------- ----------- ---------- -----------
NET ASSETS AVAILABLE FOR
BENEFITS $1,763,775 $13,398,581 $20,006,982 $2,973,278 $38,142,616
========== =========== =========== ========== ===========
</TABLE>
See notes to financial statements.
- 4 -
<PAGE> 7
CALDOR, INC. PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH
FUND INFORMATION
YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
------------------------------------------------------------
CALDOR
COMMON EQUITY FIXED
STOCK INDEX INCOME BALANCED
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
NET ASSETS AVAILABLE
FOR BENEFITS, BEGINNING
OF YEAR $1,763,775 $13,398,581 $20,006,982 $2,973,278 $38,142,616
---------- ----------- ----------- ---------- -----------
ADDITIONS TO NET
ASSETS ATTRIBUTED TO:
Employer contributions 28,811 260,074 249,263 126,921 665,069
Employee contributions 337,138 1,592,520 1,791,739 766,053 4,487,450
Interest and dividend income 1,017 9,704 1,208,518 146,133 1,365,372
Net appreciation (depreciation)
in fair value of investments (604,770) 2,879,410 -- 371,679 2,646,319
---------- ----------- ----------- ---------- -----------
Total additions (237,804) 4,741,708 3,249,520 1,410,786 9,164,210
---------- ----------- ----------- ---------- -----------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefit payments to participants 165,512 3,798,306 3,110,337 653,291 7,727,446
Administrative expenses 5,555 79,427 97,491 16,575 199,048
---------- ----------- ----------- ---------- -----------
Total deductions 171,067 3,877,733 3,207,828 669,866 7,926,494
---------- ----------- ----------- ---------- -----------
NET ADDITIONS
(DEDUCTIONS) PRIOR TO
INTERFUND TRANSFERS (408,871) 863,975 41,692 740,920 1,237,716
---------- ----------- ----------- ---------- -----------
NET INTERFUND TRANSFERS (870,109) 431,376 73,790 364,943 --
---------- ----------- ----------- ---------- -----------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $ 484,795 $14,693,932 $20,122,464 $4,079,141 $39,380,332
========== =========== =========== ========== ===========
</TABLE>
See notes to financial statements.
- 5 -
<PAGE> 8
CALDOR, INC. PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH
FUND INFORMATION
YEAR ENDED DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
-----------------------------------------------------------------
CALDOR
COMMON EQUITY FIXED
STOCK INDEX INCOME BALANCED
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
NET ASSETS AVAILABLE
FOR BENEFITS, BEGINNING
OF YEAR $ 4,865,415 $10,138,532 $20,416,811 $1,904,339 $37,325,097
----------- ----------- ----------- ---------- -----------
ADDITIONS TO NET
ASSETS ATTRIBUTED TO:
Employer contributions 809,430 -- -- -- 809,430
Employee contributions 576,370 1,626,622 2,104,095 775,670 5,082,757
Interest and dividend income 3,157 2,676 1,278,049 103,760 1,387,642
Net appreciation (depreciation)
in fair value of investments (4,211,785) 3,689,612 -- 446,900 (75,273)
----------- ----------- ----------- ---------- -----------
Total additions (2,822,828) 5,318,910 3,382,144 1,326,330 7,204,556
----------- ----------- ----------- ---------- -----------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefit payments to participants 338,973 2,188,331 3,315,919 311,875 6,155,098
Administrative expenses 17,535 81,299 119,064 14,041 231,939
----------- ----------- ----------- ---------- -----------
Total deductions 356,508 2,269,630 3,434,983 325,916 6,387,037
----------- ----------- ----------- ---------- -----------
NET ADDITIONS
(DEDUCTIONS) PRIOR TO
INTERFUND TRANSFERS (3,179,336) 3,049,280 (52,839) 1,000,414 817,519
----------- ----------- ----------- ---------- -----------
NET INTERFUND TRANSFERS 77,696 210,769 (356,990) 68,525 --
----------- ----------- ----------- ---------- -----------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $ 1,763,775 $13,398,581 $20,006,982 $2,973,278 $38,142,616
=========== =========== =========== ========== ===========
</TABLE>
See notes to financial statements.
- 6 -
<PAGE> 9
CALDOR, INC. PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1996 and 1995
- --------------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
The following description of the Caldor, Inc. Profit Sharing Plan (the
"Plan") for eligible employees of The Caldor Corporation (the "Employer" or
"Caldor") provides only general information. Participants should refer to
the Plan agreement, which is available from the Plan Administrator, for a
more complete description of the Plan's provisions.
a. General - The Plan, established January 1, 1990, is a defined
contribution plan covering substantially all employees not covered under
a collective bargaining agreement who have completed one year of service
of at least 1,000 hours and are age 21 or older. The Plan was amended,
effective January 1, 1993, to allow for the investment of contributions
in common stock of The Caldor Corporation. The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974
("ERISA").
b. Employee Contributions - Participating employees elect to contribute on
a before-tax and/or after-tax basis from 1% to 15% of their compensation
earned during any payroll period. Each participant may contribute on a
before-tax basis up to the limits established by law. Rollover deposits
consist of transfers of new employees' balances from their previous
employer's benefit plans. Balances are allocated to the applicable funds
in accordance with the employees' investment elections.
c. Employer Contributions - The employer contribution, referred to as the
Company Matching Contribution, for a plan year is determined on the
basis of the Employer's attainment of earnings objectives during the
fiscal year ending on the Saturday closest to January 31 following such
plan year.
The Company Matching Contribution is not to exceed the amount deductible
for such plan year for income tax purposes and may not exceed the limit
established by law. The employer contribution may be made without regard
to current or accumulated profits of the Employer.
d. Participants' Accounts - Each participant has a separate account for
before-tax contributions, after-tax contributions, pension rollover
contributions and Company Matching Contributions. Each participant's
account is credited with the participant's contribution and an
allocation of (a) the Employer's contribution and (b) Plan earnings, and
debited for participant's withdrawals and an allocation of
administrative expenses. Allocations are based on 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
account.
e. Vesting - Participants are immediately vested in their before-tax
contribution account, after-tax contribution account and pension
rollover contribution account plus actual earnings thereon.
- 7 -
<PAGE> 10
Vesting in their share of the Company Matching Contribution is based on
years of continuous service on the following basis:
<TABLE>
<CAPTION>
COMPLETED YEARS OF SERVICE PERCENTAGE VESTED
<S> <C>
Less than 3 0%
3 but less than 4 20
4 but less than 5 40
5 but less than 6 60
6 but less than 7 80
7 or more 100
</TABLE>
Notwithstanding the above, a participant is 100% vested when the
participant has attained age 55 with at least five years of service, has
attained normal retirement age, or upon death or permanent disability.
f. Forfeitures - In the event that a participant terminates employment and
is less than 100% vested in all accounts, forfeitures of the nonvested
amount in the Company Matching Contribution account, along with earnings
on the forfeited amount, shall be used by the Employer to reduce future
contributions by the Employer. Employer contributions were reduced by
$69,423 and $35,000 in 1996 and 1995, respectively, from forfeited
nonvested amounts.
g. Payment of Benefits - Upon termination of employment for any reason, a
participant or designated beneficiary shall receive a single lump-sum
amount equal to the value of the participant's vested interest in his or
her account as soon as practicable. A participant may elect to defer
such distribution pursuant to plan provisions. A participant who
terminates employment as a result of retirement may elect to receive a
lump sum distribution or annual installments over a period not to exceed
10 years.
h. Administrative - The Plan is administered by the Employer, which
appoints a committee to control and manage the operation and
administration of the Plan. The Employer also appoints an investment
committee which has the responsibility and authority to make investment
decisions for the Plan. The Plan's investments are held by a
bank-administered trust fund for which the First Union Bank is the
Trustee (the "Trustee"). The Trustee executes investment decisions.
i. Administrative Expenses - Plan administrative expenses are paid for
primarily by the Plan.
j. Investments - A participant may elect to have contributions to his/her
participant account invested in one or a combination of the following
investment options, which, from time to time, a portion of the funds may
be invested in short term securities or maintained in cash.
CALDOR COMMON STOCK FUND - This is a single security fund. Funds are
invested solely in The Caldor Corporation common stock.
EQUITY INDEX FUND - The contract for the Metropolitan Index Fund
indicates that funds are primarily invested in a diversified portfolio
of equity securities designed to maintain an investment return that
matches the performance of the Standard and Poor's Fortune 500 Stocks.
FIXED INCOME FUND - Funds are invested in guaranteed group annuity
contracts issued by insurance companies and in the Merrill Lynch
Retirement Preservation Trust, whose assets are invested primarily in
synthetic guaranteed investment contracts supported by AAA/Aaa-rated
assets, U.S. Government agency securities or demand obligations.
- 8 -
<PAGE> 11
BALANCED FUND - The prospectus for the Multi-Asset Fund indicates that
funds are invested in a broad mix of stocks, bonds, and cash, which are
well-diversified in each category.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING - The financial statements of the Plan have been
prepared on the accrual basis of accounting.
INVESTMENT VALUATION AND INCOME RECOGNITION - The Plan's investments are
stated at fair value, as determined by the Plan's trustee based upon
publicly stated price information. Short-term investments are stated at
cost, which approximates market. Guaranteed group annuity contracts are
valued at contract value, (Note 5). The commingled separate account is
valued daily by Metropolitan Life Insurance Company. The Employer stock is
valued at its quoted market price.
Security transactions are accounted for as of their trade dates. Interest
income on investments is recorded when earned. Dividends are recorded on the
ex-dividend date.
PAYMENT OF BENEFITS - Benefits are recorded when paid.
BENEFITS PAYABLE - Benefits payable to persons who have withdrawn from
participation, but were not paid as of December 31, 1996 and 1995 were
$2,921,833 and $202,405, respectively.
RECENT ACCOUNTING PRONOUNCEMENT - In September 1994, the AICPA issued
Statement of Position ("SOP") 94-4, "Reporting of Investment Contracts Held
by Health and Welfare Benefit Plans and Defined-Contribution Pension Plans,"
which is effective for fiscal years beginning after December 15, 1994.
However, the implementation of SOP 94-4 for contracts entered into before
December 31, 1993 is delayed to fiscal years beginning after December 15,
1995. This SOP requires a defined-contribution plan to report investment
contracts that are not fully benefit responsive at fair value. Benefit
responsiveness is defined as the extent to which a contract's terms and the
plan itself permit or require participant-initiated withdrawals, loans,
transfers, etc., at contract value. The Plan delayed implementation of SOP
94-4 for contracts entered into before December 31, 1993 to fiscal years
beginning after December 15, 1995.
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 and
liabilities and disclosure of contingent assets and liabilities at the date
of the financial statements and the reported amounts of additions and
deductions during the reporting period. Actual results could
differ from reported results.
3. PRIORITIES UNDER TERMINATION OF THE PLAN
Although it has not expressed any intent to do so, the Employer has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions set forth in ERISA. In the
event of Plan termination, the account balance of each affected participant
shall be 100 percent vested and nonforfeitable.
- 9 -
<PAGE> 12
4. TAX STATUS
The Plan is intended to be qualified under section 401(a) of the Internal
Revenue Code of 1986 (the "Code") and is intended to be exempt from taxation
under section 501(a) of the Code. The Plan received a favorable IRS
determination letter dated January 8, 1993. The Plan has been amended since
receiving the last determination letter. However, the Plan Administrator
believes that the Plan is currently designed and being operated in
compliance with the applicable requirements of the Internal Revenue Code.
Therefore, no provision for income taxes has been included in the Plan's
financial statements.
- 10 -
<PAGE> 13
5. INVESTMENTS
The Plan's Trustee invests all employee and Company Matching Contributions
as well as earnings thereon, pursuant to the terms of the Plan. The Trustee has
custody of all assets in the funds. The following tables represent the
investments as of December 31, 1996 and 1995. Investments that represent 5
percent or more of the Plan's net assets are separately identified.
<TABLE>
<CAPTION>
CALDOR COMMON
STOCK FUND
-------------------------------------------
NO. FAIR
SHARES COST VALUE
<S> <C> <C> <C>
DECEMBER 31, 1996
Cash $ 49 $ 49
Money Market Portfolio 1,593 1,593 1,593
Guaranteed Group Annuity
Contract -- -- --
Index Fund Contract -- -- --
Mutual Fund - Multi-Asset Fund -- -- --
Investments - Other -- -- --
Caldor Common Stock 320,925 4,368,719 441,271
----------- -----------
Total $ 4,370,361 $ 442,913
=========== ===========
DECEMBER 31, 1995
Cash $ -- $ --
Money Market Portfolio 5,405 5,405 5,405
Guaranteed Group Annuity
Contracts -- -- --
Index Fund Contract -- -- --
Mutual Fund - Multi-Asset Fund -- -- --
Other Investments -- -- --
Caldor Common Stock 280,704 4,868,651 912,288
----------- -----------
Total $ 4,874,056 $ 917,693
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
EQUITY INDEX
FUND
-------------------------------------------
NO. FAIR
SHARES COST VALUE
<S> <C> <C> <C>
DECEMBER 31, 1996
Cash $ 52,053 $ 52,053
Money Market Portfolio 6,755 6,755 6,755
Guaranteed Group Annuity
Contract -- -- --
Index Fund Contract 56,612 9,200,551 14,641,313
Mutual Fund - Multi-Asset Fund -- -- --
Investments - Other -- -- --
Caldor Common Stock -- -- --
----------- -----------
Total $ 9,259,359 $14,700,121
=========== ===========
DECEMBER 31, 1995
Cash $ 155 $ 155
Money Market Portfolio 7,035 7,035 7,035
Guaranteed Group Annuity
Contracts -- -- --
Index Fund Contract 62,992 9,814,965 13,256,727
Mutual Fund - Multi-Asset Fund -- -- --
Other Investments -- -- --
Caldor Common Stock -- -- --
----------- -----------
Total $ 9,822,155 $13,263,917
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
FIXED INCOME
FUND
------------------------------------------------
NO. FAIR
SHARES COST VALUE
<S> <C> <C> <C>
DECEMBER 31, 1996
Cash $ 100,732 $ 100,732
Money Market Portfolio 72,345 72,345 72,345
Guaranteed Group Annuity
Contracts 11,894,442 11,894,442 11,894,442
Index Fund Contract -- -- --
Mutual Fund - Multi-Asset Fund -- -- --
Investments - Other 7,477,113 7,477,113 7,477,113
Caldor Common Stock -- -- --
----------- -----------
Total $19,544,632 $19,544,632
=========== ===========
DECEMBER 31, 1995
Cash $ 310 $ 310
Money Market Portfolio 75,198 75,198 75,198
Guaranteed Group Annuity
Contracts 16,680,622 16,680,622 16,680,622
Index Fund Contract -- -- --
Mutual Fund - Multi-Asset Fund -- -- --
Other Investments 3,082,752 3,082,752 3,082,752
Caldor Common Stock -- -- --
----------- -----------
Total $19,838,882 $19,838,882
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
BALANCED
FUND TOTAL
------------------------------------------- -----------------------------
NO. FAIR FAIR
SHARES COST VALUE COST VALUE
<S> <C> <C> <C> <C> <C>
DECEMBER 31, 1996
Cash $ 144,587 $ 144,587 $ 297,421 $ 297,421
Money Market Portfolio 5,877 5,877 5,877 86,570 86,570
Guaranteed Group Annuity
Contract -- -- -- 11,894,442 11,894,442
Index Fund Contract -- -- -- 9,200,551 14,641,313
Mutual Fund - Multi-Asset Fund 295,171 3,505,570 3,893,310 3,505,570 3,893,310
Investments - Other -- -- -- 7,477,113 7,477,113
Caldor Common Stock -- -- -- 4,368,719 441,271
----------- ----------- ----------- -----------
Total $ 3,656,034 $ 4,043,774 $36,830,386 $38,731,440
=========== =========== =========== ===========
DECEMBER 31, 1995
Cash $ 155 $ 155 $ 620 $ 620
Money Market Portfolio 9,970 9,970 9,970 97,608 97,608
Guaranteed Group Annuity
Contracts -- -- -- 16,680,622 16,680,622
Index Fund Contract -- -- -- 9,814,965 13,256,727
Mutual Fund - Multi-Asset Fund 244,822 2,727,976 2,886,453 2,727,976 2,886,453
Other Investments -- -- -- 3,082,752 3,082,752
Caldor Common Stock -- -- -- 4,868,651 912,288
----------- ----------- ----------- -----------
Total $ 2,738,101 $ 2,896,578 $37,273,194 $36,917,070
=========== =========== =========== ===========
</TABLE>
- 11 -
<PAGE> 14
INVESTMENT CONTRACTS WITH INSURANCE COMPANY - The Plan entered into a guaranteed
group annuity contract with Metropolitan Life Insurance Co., ("MetLife").
Contract No. 12348 was entered into on March 4, 1991. MetLife maintains the
contributions in pooled accounts. The account is credited with earnings on the
underlying investments and charged for Plan withdrawals and administrative
expenses charged by MetLife. The contract is included in the financial
statements at contract value (which represents contributions made under the
contract, plus earnings, less withdrawals and administrative expenses), because
it is fully benefit responsive. For example, participants may ordinarily direct
the withdrawal or transfer of all or a portion of their investment at contract
value. There are no adjustments against contract value for credit risk of the
contract issuer or otherwise. The crediting interest rate is based on an
agreed-upon formula with the issuer, but cannot be less than zero. The Plan also
entered into an investment contract with John Hancock Mutual Life Insurance Co.
on February 24, 1992 which expired on February 28, 1996. As of December 31, 1996
and 1995, contracts were invested as follows:
<TABLE>
<CAPTION>
1996
---------------------------------------------------------
CREDITING
CONTRACT FAIR AVERAGE INTEREST
FUND GUARANTEED GROUP ANNUITY CONTRACT VALUE VALUE YIELD RATE
<S> <C> <C> <C> <C> <C>
Fixed Income Metropolitan Life Ins. Co. $11,894,442 $11,894,442 6.35% 6.375%
Fund Contract #12348 expiration
September 9, 1999
</TABLE>
<TABLE>
<CAPTION>
1995
---------------------------------------------------------
CREDITING
CONTRACT FAIR AVERAGE INTEREST
FUND GUARANTEED GROUP ANNUITY CONTRACTS VALUE VALUE YIELD RATE
<S> <C> <C> <C> <C> <C>
Fixed Income John Hancock Mutual Life Ins. Co. $ 5,558,573 $ 5,558,573 7.86% 8.60%
Fund Contract #6185 expiration
February 28, 1996
Fixed Income Metropolitan Life Ins. Co. 11,122,049 11,122,049 6.50 6.50
Fund Contract #12348 expiration
September 9, 1999
</TABLE>
OTHER - During the Plan year ended December 31, 1996, the Plan's investment
account did not contain leases or loans in default or uncollectable, and there
have been no prohibited party-in-interest transactions.
- 12 -
<PAGE> 15
6. NET APPRECIATION (DEPRECIATION) IN FAIR VALUE OF INVESTMENTS
The Plan's investments (including investments bought, sold and held
during the year) appreciated in value by $2,646,319 in 1996 and
depreciated in value by $(75,273) in 1995, as follows:
<TABLE>
<CAPTION>
NET APPRECIATION (DEPRECIATION)
IN FAIR VALUE OF INVESTMENTS,
DECEMBER 31, 1996
------------------------------------------------------------
CALDOR
COMMON EQUITY
STOCK INDEX BALANCED TOTAL
FUND FUND FUND FUNDS
<S> <C> <C> <C> <C>
Unrealized appreciation
(depreciation):
Common stock $(494,478) $ -- $ -- $ (494,478)
Mutual fund -- -- 351,242 351,242
Index fund contract -- 2,670,901 -- 2,670,901
--------- ---------- -------- -----------
Total unrealized (494,478) 2,670,901 351,242 2,527,665
--------- ---------- -------- -----------
Realized gain (loss):
Common stock (110,292) -- -- (110,292)
Mutual fund -- -- 20,437 20,437
Index fund contract -- 208,509 -- 208,509
--------- ---------- -------- -----------
Total realized (110,292) 208,509 20,437 118,654
--------- ---------- -------- -----------
Total $(604,770) $2,879,410 $371,679 $ 2,646,319
========= ========== ======== ===========
</TABLE>
<TABLE>
<CAPTION>
NET APPRECIATION (DEPRECIATION)
IN FAIR VALUE OF INVESTMENTS
DECEMBER 31, 1995
--------------------------------------------------------
CALDOR
COMMON EQUITY
STOCK INDEX BALANCED TOTAL
FUND FUND FUND FUNDS
<S> <C> <C> <C> <C>
Unrealized appreciation
(depreciation):
Common stock $(3,956,363) $ -- $ -- $(3,956,363)
Mutual fund -- -- 158,477 158,477
Index fund contract -- 3,441,763 -- 3,441,763
----------- ---------- -------- -----------
Total unrealized (3,956,363) 3,441,763 158,477 (356,123)
----------- ---------- -------- -----------
Realized gain (loss):
Common stock (255,422) -- -- (255,422)
Mutual fund -- -- 288,423 288,423
Index fund contract -- 247,849 -- 247,849
----------- ---------- -------- -----------
Total realized (255,422) 247,849 288,423 280,850
----------- ---------- -------- -----------
Total $(4,211,785) $3,689,612 $446,900 $ (75,273)
=========== ========== ======== ===========
</TABLE>
-13-
<PAGE> 16
7. PLAN SPONSOR CHAPTER 11 FILING
On September 18, 1995, the plan sponsor, The Caldor Corporation and
certain of its subsidiaries (collectively the "Debtors") filed voluntary
petitions for relief under Chapter 11 of the U.S. Bankruptcy Code. The
Debtors are presently operating their business as debtors-in-possession
subject to the jurisdiction of the U.S. Bankruptcy Court for the
Southern District of New York.
8. NET DEPRECIATION IN FAIR VALUE OF CALDOR COMMON STOCK
The Caldor Common Stock Fund is a single security fund which invests funds
solely in the common stock of The Caldor Corporation. The performance of
this fund is based solely on the performance of Caldor's common stock. In
fiscal 1996, the Caldor Common Stock Fund had $110,292 of realized losses
and $494,478 of unrealized depreciation due to the decline in Caldor's
stock price during 1996. In fiscal 1995, the Caldor Common Stock Fund had
$255,422 of realized losses and $3,956,363 of unrealized depreciation due
to the decline in Caldor's stock price during 1995.
9. PLAN AMENDMENT
The Plan was amended on June 1, 1996 to allow the Company Matching
Contribution to be made in cash and to be invested among the Investment
Funds in accordance with the participant's investment direction in effect
at the time the contribution is made. Prior to June 1, 1996, the Company
Matching Contribution was made in cash or in-kind. Under the terms of the
Plan, in-kind contributions were required to consist of Caldor Corporation
common stock, based on the average closing share prices of the last five
business days of the month in which such Company Matching Contribution was
made. Similarly, under the terms of the Plan, where Company Matching
Contributions were made in cash, the Trustee was required to purchase
Caldor Corporation common stock.
Effective June 1, 1996, a participant may elect to reallocate the value of
his/her accounts attributable to Company Matching Contributions among all
the Investment Funds. Prior to June 1, 1996 all Company Matching
Contributions made to the Plan on a participant's behalf were invested
exclusively in the Caldor Common Stock Fund and were not eligible for
reallocation.
******
-14-
<PAGE> 17
CALDOR, INC. PROFIT SHARING PLAN
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------------
(a) (b) (c) (d) (e)
DESCRIPTION FAIR
IDENTITY OF ISSUE OF INVESTMENT COST VALUE
<S> <C> <C> <C> <C>
* First Union Cash $ 297,421 $ 297,421
CALDOR COMMON STOCK
FUND:
* First Union Evergreen Money Market Portfolio;
1,593 units 1,593 1,593
* The Caldor Corporation Common Stock; 320,925 shares;
$1.375 per share 4,368,719 441,271
EQUITY INDEX FUND:
* First Union Evergreen Money Market Portfolio;
6,755 units 6,755 6,755
Metropolitan Life Metropolitan Index Fund Contract,
Insurance Co. #013605; 56,612 units 9,200,551 14,641,313
FIXED INCOME FUND:
* First Union Evergreen Money Market Portfolio;
72,345 units 72,345 72,345
Merrill Lynch Merrill Lynch Retirement Preservation
Trust; 7,477,113 shares; $1.00 per share 7,477,113 7,477,113
Metropolitan Life Ins. Co. Guaranteed Group Annuity Contract,
#12348; 11,894,442 units; 6.35%;
matures 9/9/99 11,894,442 11,894,442
BALANCE FUND:
* First Union Evergreen Money Market Portfolio;
5,877 units 5,877 5,877
Mainstay Institutional Multi-Asset Fund, 295,171 shares;
Funds, Inc. $13.19 per share 3,505,570 3,893,310
----------- -----------
TOTAL $36,830,386 $38,731,440
=========== ===========
</TABLE>
Employer Identification Number: 06-10763206
Plan Number: 004
* Represents party-in-interest
-15-
<PAGE> 18
CALDOR, INC. PROFIT SHARING PLAN
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS - AGGREGATED BY ISSUE
YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
(a) (b) (c) (d) (e)
DESCRIPTION
OF ASSET (INCLUDE
IDENTITY OF RATE AND MATURITY NUMBER OF PURCHASE NUMBER OF SALE LEASE
PARTY INVOLVED IN CASE OF LOAN) TRANSACTIONS PRICE TRANSACTIONS PRICE RENTAL
<S> <C> <C> <C> <C> <C> <C>
EQUITY INDEX FUND
First Union Evergreen Money Market
Portfolio $4,166,983 $4,167,263 $--
Metropolitan Life Insurance Co. Metropolitan Index Fund 16 1,537,110 22 3,031,928 --
Contract #013605
FIXED INCOME FUND:
First Union Evergreen Money Market
Portfolio 9,966,430 9,969,313 --
Merrill Lynch Merrill Lynch Retirement 21 7,078,900 11 2,578,660 --
Preservation Trust
</TABLE>
<TABLE>
<CAPTION>
(a) (f) (g) (h) (i)
EXPENSE CURRENT VALUE
INCURRED OF ASSET ON
IDENTITY OF WITH COST OF TRANSACTION NET
PARTY INVOLVED TRANSACTION ASSET DATE GAIN (LOSS)
<S> <C> <C> <C> <C>
EQUITY INDEX FUND
First Union
$-- $4,167,263 $4,167,263 $ --
Metropolitan Life Insurance Co. -- 2,345,029 3,031,928 686,899
FIXED INCOME FUND:
First Union
-- 9,969,313 9,969,313 --
Merrill Lynch -- 2,578,660 2,578,660 --
</TABLE>
Employer Identification Number: 06-10763206
Plan Number: 004
-16-
<PAGE> 19
CALDOR, INC. PROFIT SHARING PLAN
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS - SINGLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
(a) (b) (c) (d) (e) (f) (g)
DESCRIPTION EXPENSE
OF ASSET (INCLUDE INCURRED
IDENTITY OF RATE AND MATURITY PURCHASE SALE LEASE WITH COST OF
PARTY INVOLVED IN CASE OF LOAN) PRICE PRICE RENTAL TRANSACTION ASSET
<S> <C> <C> <C> <C> <C> <C>
FIXED INCOME FUND:
First Union Evergreen Money Market
Portfolio $5,623,336 $5,440,977 $-- $-- $5,440,977
John Hancock Mutual Life Guaranteed Annuity Contract -- 5,623,366 -- -- 5,623,366
Insurance Co. #6185
Merrill Lynch Merrill Lynch Retirement 5,440,977 -- -- -- --
Preservation Trust
Metropolitan Guaranteed Group 11,296,100 11,296,100 -- -- 11,296,100
Life Insurance Co. Annuity Contract #12348
</TABLE>
<TABLE>
<CAPTION>
(a) (b) (h) (i)
DESCRIPTION CURRENT VALUE
OF ASSET (INCLUDE OF ASSET ON
IDENTITY OF RATE AND MATURITY TRANSACTION NET
PARTY INVOLVED IN CASE OF LOAN) DATE GAIN (LOSS)
<S> <C> <C> <C>
FIXED INCOME FUND:
First Union Evergreen Money Market
Portfolio $5,440,977 $--
John Hancock Mutual Life Guaranteed Annuity Contract
Insurance Co. #6185 5,623,366 --
Merrill Lynch Merrill Lynch Retirement -- --
Preservation Trust
Metropolitan Guaranteed Group 11,296,100 --
Life Insurance Co. Annuity Contract #12348
</TABLE>
Employer Indentification Number: 06-10763206
Plan Number: 004
-17-
<PAGE> 20
SIGNATURES
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 by the undersigned hereunto duly
authorized.
CALDOR, INC. PROFIT SHARING PLAN
(Registrant)
Date: June 27, 1997 s/Dennis M. Lee
----------------------------------
Dennis M. Lee
Executive Vice President -
Human Resources and Merchandise
Logistics
-18-
<PAGE> 21
EXHIBIT INDEX
- --------------------------------------------------------------------------------
EXHIBIT NUMBER DESCRIPTION
- -------------- -----------
23 Consent of Deloitte & Touche LLP
-19-
<PAGE> 1
INDEPENDENT AUDITORS' CONSENT EXHIBIT 23
We consent to the incorporation by reference in Registration Statement No.
33-44996 of The Caldor Corporation (Debtor-In-Possession) on Form S-8 of our
report dated June 20, 1997 appearing in this Annual Report on Form 11-K of
The Caldor Corporation for the year ended December 31, 1996.
DELOITTE & TOUCHE LLP
New York, New York
June 26, 1997
-20-
