<PAGE> 1
================================================================================
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
ANNUAL REPORT PURSUANT TO SECTION 13 OF
THE SECURITIES EXCHANGE ACT OF 1934
(MARK ONE)
[X] REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF
1934 FOR THE FISCAL YEAR ENDED JANUARY 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NUMBER: 1-11592
HAYES WHEELS INTERNATIONAL, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
(STATE OR OTHER JURISDICTION
OF INCORPORATION OR ORGANIZATION)
13-3384636
(I.R.S. EMPLOYER IDENTIFICATION NO.)
38481 HURON RIVER DRIVE, ROMULUS, MICHIGAN
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
48174
(ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (313) 941-2000
SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
NONE
SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
COMMON STOCK, PAR VALUE $.01 PER SHARE
INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL REPORTS REQUIRED
TO BE FILED BY SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 DURING
THE PRECEDING 12 MONTHS (OR FOR SUCH SHORTER PERIOD THAT THE REGISTRANT WAS
REQUIRED TO FILE SUCH REPORTS) AND (2) HAS BEEN SUBJECT TO SUCH FILING
REQUIREMENTS FOR THE PAST 90 DAYS. YES [X] NO [ ]
INDICATE BY CHECK MARK IF DISCLOSURE OF DELINQUENT FILERS PURSUANT TO ITEM 405
OF REGULATION S-K IS NOT CONTAINED HEREIN, AND WILL NOT BE CONTAINED, TO THE
BEST OF REGISTRANT'S KNOWLEDGE, IN DEFINITIVE PROXY OR INFORMATION STATEMENTS
INCORPORATED BY REFERENCE IN PART III OF THIS FORM 10-K OR ANY AMENDMENT TO THIS
FORM 10-K. [X]
THE AGGREGATE MARKET VALUE OF VOTING STOCK HELD BY NON-AFFILIATES OF THE
REGISTRANT AS OF APRIL 29, 1997 WAS APPROXIMATELY $149 MILLION.
THE NUMBER OF SHARES OF COMMON STOCK OUTSTANDING AS OF APRIL 30, 1997 WAS
22,390,518 SHARES.
DOCUMENTS INCORPORATED BY REFERENCE
NONE.
================================================================================
<PAGE> 2
The undersigned Registrant hereby amends the following items, financial
statements, exhibits or other portions of its Annual Report on Form 10-K for the
fiscal year ended January 31, 1997, as follows:
Item 14 of the report is amended by adding the following exhibits to
Section (a) 3 of Item 14:
1. Exhibit 28A: Annual Report on Form 11-K with respect to the
Registrant's Savings Plan for Represented Employees for the year
ended December 31, 1996.
2. Exhibit 28B: Annual Report on Form 11-K with respect to the
Registrant's Retirement Savings Plan for the year ended December 31,
1996.
3. Exhibit 28C: Annual Report on Form 11-K with respect to the
Registrant's Employee Savings Plan for the year ended December 31,
1996.
As so amended, Item 14 reads as follows in its entirety:
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
The following documents are filed as part of this report:
(a) 1. Financial Statements
The following documents are filed as part of this report:
(1) Independent Auditors' Report
(2) Consolidated Statements of Operations, for the years ended January 31,
1997, 1996 and 1995
(3) Consolidated Balance Sheets at January 31, 1997 and 1996
(4) Consolidated Statements of Changes in Stockholders' Equity (Deficit),
for the years ended January 31, 1997, 1996 and 1995
(5) Consolidated Statements of Cash Flows for the years ended January 31,
1997, 1996 and 1995
(6) Notes to Consolidated Financial Statements
2. Financial Statement Schedules for Fiscal 1996, 1995 and 1994
Schedule II Valuation and Qualifying Accounts. All other schedules are
omitted because the information required to be contained therein is disclosed
elsewhere in the financial statements or the amounts involved are not sufficient
to require submission or the schedule is otherwise not required to be submitted.
3. Exhibits
<TABLE>
<S> <C> <C>
(G) 2.1 Agreement and Plan of Merger, dated as of March 28, 1996,
between the Company and MWC Holdings, Inc. ("Holdings").
(H) 2.2 Stockholders' Agreement, dated as of July 2, 1996, among the
Company, Joseph Littlejohn & Levy Fund II, L.P., Chase
Equity Associates, CIBC WG Argosy Merchant Fund 2, L.L.C.,
Nomura Holding America, Inc. and TSG Capital Fund II, L.P.
(I) 2.2 Amendment No. 1 to Stockholders' Agreement, dated as of
April 8, 1997, among the Company, Joseph Littlejohn & Levy
Fund II, L.P., Chase Equity Associates, CIBC WG Argosy
Merchant Fund 2, L.L.C., Nomura Holding America, Inc. and
TSG Capital Fund II, L.P.
(H) 3.1 Restated Certificate of Incorporation of the Company and
Certificate of Correction thereof.
(H) 3.2 Amended and Restated By-Laws of the Company.
(H) 3.3 Certificate of Merger of Holdings into the Company, filed
with the Secretary of State of Delaware on July 2, 1996.
(B) 4.1 Reference is made to Exhibits 3.1 and 3.2.
(C) 4.2 Indenture, dated as of November 15, 1992, between the
Company and Manufacturers and Traders Trust Company, as
Trustee ($100,000,000 principal amount of 9 1/4% Senior
Notes due 2002), including all exhibits thereto.
(C) 4.3 Form of Senior Note issued pursuant to the Indenture filed
as Exhibit 4.2 hereto.
</TABLE>
2
<PAGE> 3
<TABLE>
<S> <C> <C>
(H) 4.4 First Supplemental Indenture, dated as of June 20, 1996, to
the Indenture filed as Exhibit 4.2.
(H) 4.5 Second Supplemental Indenture, dated as of June 26, 1996, to
the Indenture filed as Exhibit 4.2.
(H) 4.6 Credit Agreement, dated June 27, 1996, among the Company,
Canadian Imperial Bank of Commerce and Merrill Lynch Capital
Corporation.
(G) 4.7 Form of Subscription Agreement between the Company and the
New Investors.
(B) 10.1 Management Services Agreement between the Company and K-H
Corporation ("K-H").
(B) 10.2 Tax Sharing Agreement among the Company, Kelsey-Hayes
Company and K-H.
(C) 10.3 Conveyance and Transfer Agreement, dated as of December 15,
1992, between the Company and Kelsey-Hayes Company.
(B) 10.4 Lease Agreement between the Company and K-H Corporation.
(B) 10.5 Michigan Workers' Compensation Claims Payment Guarantee
between the Company and Kelsey-Hayes Company.
(B) 10.6* 1992 Incentive Stock Option Plan.
(B) 10.7* Long-Term Savings Plan.
(B) 10.8 Non-competition Agreement between the Company and Varity
Corporation.
(B) 10.9* Employment Agreement, dated February 1, 1993, between Hayes
Wheels, S.p.A. and Giancarlo Dallera.
(C) 10.10 Joint Venture Agreement (the "Joint Venture Agreement"),
dated as of February 16, 1993, by and between the Company
and Nova Hut a.s. ("NH").
(D) 10.11 Amendment No. 1, dated August 17, 1993, to the Joint Venture
Agreement.
(D) 10.12 Amendment No. 2, dated October 26, 1993, to the Joint
Venture Agreement.
(D) 10.13 Project Funds Agreement, dated November 12, 1993, between
Hayes Wheels Autokola NH, a.s. ("Autokola"), the Company and
International Finance Corporation ("IFC").
(D) 10.14 Fee Clawback Agreement, dated November 12, 1993, between
Autokola, the Company and IFC.
(D) 10.15 Subordination Agreement, dated November 12, 1993, between
Autokola, NH, the Company and IFC.
(D) 10.16 Investment Agreement, dated November 12, 1993, between
Autokola and IFC.
(B) 10.17* Employee Benefits Agreement.
(F) 10.18* Severance Agreements, each dated November 6, 1995, between
the Company and its officers and certain employees.
(G) 10.21 Registration Rights Agreement, dated as of March 28, 1996,
among the Company, Varity Corporation and K-H Corporation.
(H) 10.22 Form of Indemnification Agreement between the Company and
each of its directors (filed as Exhibit B to the
Stockholders' Agreement filed as Exhibit 2.2).
(I) 10.23* First Amendment to Employment Agreement, dated June 6, 1996,
between Hayes Wheels, S.p.A. and Giancarlo Dallera.
(I) 12 Computation of Ratios.
(I) 22.1 Subsidiaries of the Company.
(I) 23 Consent of KPMG Peat Marwick LLP.
(I) 24 Powers of Attorney.
(I) 27 Financial Data Schedule.
(J) 28A Annual Report on Form 11-K with respect to the Registrant's
Savings Plan for Represented Employees for the year ended
December 31, 1996.
(J) 28B Annual Report on Form 11-K with respect to the Registrant's
Retirement Savings Plan for the year ended December 31,
1996.
</TABLE>
3
<PAGE> 4
(J) 28C Annual Report on Form 11-K with respect to the Registrant's
Employee Savings Plan for the year ended December 31, 1996.
- -------------------------
LEGEND FOR EXHIBITS
(A) Incorporated by reference from the Company's Annual Report on Form 10-K for
the Fiscal Year Ended January 31, 1996, filed with the SEC.
(B) Incorporated by reference from the Company's Registration Statement No.
33-53780 on Form S-1, filed with the SEC on October 27, 1992, as amended.
(C) Incorporated by reference from the Company's Annual Report on Form 10-K for
the Fiscal Year Ended January 31, 1993, filed with the SEC.
(D) Incorporated by reference from the Company's Quarterly Report on Form 10-Q
for the quarter ended October 31, 1993, filed with the SEC.
(E) Incorporated by reference from the Company's Annual Report on Form 10-K for
the Fiscal Year Ended January 31, 1995, filed with the SEC.
(F) Incorporated by reference from the Company's Quarterly Report on Form 10-Q
for the quarter ended October 31, 1995, filed with the SEC.
(G) Incorporated by reference from the Company's Current Report on Form 8-K,
dated March 28, 1996, filed with the SEC.
(H) Incorporated by reference from the Company's Current Report on Form 8-K,
dated July 2, 1996, filed with the SEC.
(I) Incorporated by reference from the Company's Annual Report on Form 10-K for
the Fiscal Year ended January 31, 1997, filed with the SEC.
(J) Filed herewith.
* Denotes a compensatory plan, contract or arrangement.
(b) Reports on Form 8-K
The Registrant filed no Current Reports on Form 8-K with the Securities and
Exchange Commission during the quarter ended January 31, 1997.
4
<PAGE> 5
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized, on the 30th day of June 1997.
HAYES WHEELS INTERNATIONAL, INC.
By: /s/ WILLIAM D. SHOVERS
------------------------------------
William D. Shovers
Vice President--Finance
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant in the capacities and on the dates indicated:
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
--------- ----- ----
<S> <C> <C>
/s/ RANKO CUCUZ* Chairman of the Board of Directors; June 30, 1997
- ------------------------------------------ President and Chief Executive
Ranko Cucuz Officer;
Director
/s/ WILLIAM D. SHOVERS Chief Financial Officer; June 30, 1997
- ------------------------------------------ Principal Accounting Officer
William D. Shovers
/s/ CLEVELAND A. CHRISTOPHE* Director June 30, 1997
- ------------------------------------------
Cleveland A. Christophe
/s/ TIMOTHY J. CLARK* Director June 30, 1997
- ------------------------------------------
Timothy J. Clark
/s/ ANDREW R. HEYER* Director June 30, 1997
- ------------------------------------------
Andrew R. Heyer
/s/ PETER A. JOSEPH* Director June 30, 1997
- ------------------------------------------
Peter A. Joseph
/s/ PAUL S. LEVY* Director June 30, 1997
- ------------------------------------------
Paul S. Levy
/s/ JOHN S. RODEWIG* Director June 30, 1997
- ------------------------------------------
John S. Rodewig
/s/ DAVID YING* Director June 30, 1997
- ------------------------------------------
David Ying
*By /s/ PATRICK B. CAREY
- ------------------------------------
Patrick B. Carey
Attorney-in-fact
</TABLE>
5
<PAGE> 6
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER TITLE PAGE
- ------- ----- ----
<C> <S> <C>
28A Annual Report on Form 11-K with respect to the Registrant's
Savings Plan for Represented Employees for the year ended
December 31, 1996
28B Annual Report on Form 11-K with respect to the Registrant's
Retirement Savings Plan for the year ended December 31, 1996
28C Annual Report on Form 11-K with respect to the Registrant's
Employee Savings Plan for the year ended December 31, 1996
</TABLE>
<PAGE> 1
EXHIBIT 28A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(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, 1996.
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 1-11592
A. Full title of the plan and address of the plan, if different from that
of the issuer named below:
HAYES WHEELS INTERNATIONAL, INC. SAVINGS
PLAN FOR REPRESENTED EMPLOYEES
B. Name of issuer of securities held pursuant to the plan and the address
of its principal executive office:
Hayes Wheels International, Inc.
38481 Huron River Drive
Romulus, Michigan 48174
2
<PAGE> 2
The following financial statements and exhibits are filed as part of this
report:
(a) Financial statements
(1) Independent Auditors' Report
(2) Statements of Net Assets Available for Plan Benefits, with Fund
Information, as of December 31, 1996 and 1995
(3) Statements of Changes in Net Assets Available for Plan Benefits
with Fund Information for the year ended December 31, 1996 and
1995
(4) Notes to Financial Statements
(b) Exhibit 28 -- Consent of Independent Auditors
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, this annual report has been duly signed on behalf of the Plan by the
undersigned, thereunto duly authorized.
HAYES WHEELS INTERNATIONAL, INC.
SAVINGS PLAN FOR REPRESENTED
EMPLOYEES
By: /s/ KURT M. SUCKOW
----------------------------------
Kurt M. Suckow
Plan Administrator
Date: June 30, 1997
<PAGE> 3
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Financial Statements and Schedules
Years ended December 31, 1996 and 1995
(With Independent Auditors' Report Thereon)
<PAGE> 4
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Table of Contents
<TABLE>
<CAPTION>
<S> <C>
Page(s)
-------
Independent Auditors' Report 1
Statements of Assets Available for Plan Benefits with Fund Information as
of December 31, 1996 and 1995 2
Statement of Changes in Assets Available for Plan Benefits with Fund
Information for the year ended December 31, 1996 3
Statement of Changes in Assets Available for Plan Benefits with Fund
Information for the year ended December 31, 1995 4
Notes to Financial Statements 5-8
Schedule
--------
Item 27a - Schedule of Assets Held for Investment Purposes as of
December 31, 1996 1
Item 27d - Schedule of Reportable Transactions for the year ended
December 31, 1996 2
</TABLE>
All other schedules required to be filed in accordance with the Employee
Retirement Income Security Act of 1974 are not applicable and, accordingly,
have been omitted.
<PAGE> 5
Independent Auditors' Report
To the Retirement Committee of the
Hayes Wheels International, Inc.
Savings Plan for Represented Employees:
We have audited the accompanying statements of assets available for plan
benefits of Hayes Wheels International, Inc. Savings Plan for Represented
Employees as of December 31, 1996 and 1995, and the related statements of
changes in 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 assets available for plan benefits as of December
31, 1996 and 1995, and the changes in 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 listed in
the accompanying table of contents 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 assets
available for plan benefits and the statements of changes in assets available
for plan benefits is presented for purposes of additional analysis rather than
to present the assets available for plan benefits and changes in 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.
KPMG Peat Marwick LLP
Detroit, Michigan
May 30, 1997
- 3 -
<PAGE> 6
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Statements of Assets Available for Plan Benefits with Fund Information
December 31, 1996 and 1995
1996
----
<TABLE>
<CAPTION> Hayes
Short-Term Wheels
GIC Government Equity Stock
Fund Fund Fund Fund Total
---- ---- ---- ---- -----
<S> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value:
Comerica Short-Term Fund $ 1,200 $ -- $ 3,657 $ 1,927 $ 6,784
Comerica Short-Term
Government Fund -- 237,807 -- -- 237,807
Comerica Core Growth Stock
Equity Fund -- -- 963,774 -- 963,774
Hayes Wheels International,
Inc., common stock -- -- -- 75,922 75,922
-------- ---------- -------- ------- ----------
1,200 237,807 967,431 77,849 1,284,287
Investment, at contract value:
Comerica GIC Fund 942,451 -- -- -- 942,451
-------- ---------- -------- ------- ----------
Total investments 943,651 237,807 967,431 77,849 2,226,738
Contributions receivable:
Employer 108 24 99 10 241
Employee 19,584 3,511 17,199 1,423 41,717
Interfund receivable (payable) (2,535) 85 1,266 1,184 --
Cash overdraft -- -- -- -- --
Accrued income 4,954 1,011 115 15 6,095
Other - unsettled trades -- -- -- -- --
-------- ---------- -------- ------- ----------
Assets available
for plan
Benefits $965,762 $ 242,438 $986,110 $80,481 $2,274,791
======== ========== ======== ======= ==========
</TABLE>
1995
----
<TABLE>
<Capton> Hayes
Short-Term Wheels
GIC Government Equity Stock
Fund Fund Fund Fund Total
---- ---- ----- ---- -----
<S> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value:
Comerica Short-Term Fund $ -- $ -- $ -- $ -- $ --
Comerica Short-Term
Government Fund -- 237,424 -- -- 237,424
Comerica Core Growth Stock
Equity Fund -- -- 529,421 -- 529,421
Hayes Wheels International,
Inc., common stock -- -- -- 53,299 53,299
-------- ------- -------- ------- --------
-- 237,424 529,421 53,299 820,144
Investment, at contract value:
Comerica GIC Fund 726,399 1,817 -- -- 728,216
-------- ------- -------- ------- --------
Total investments 726,399 239,241 529,421 53,299 1,548,360
Contributions receivable:
Employer 135 93 37 44 309
Employee 20,935 12,431 4,371 6,339 44,076
Interfund receivable (payable) 4,316 (9,144) 6,165 (1,337) --
Cash overdraft -- -- -- (1,050) (1,050)
Accrued income 3,942 1,133 25 73 5,173
Other - unsettled trades -- -- -- 8,421 8,421
-------- ------- -------- ------- --------
Assets available
for plan
Benefits $755,727 $243,754 $540,019 $65,789 $1,605,289
======== ======== ======== ======= ==========
</TABLE>
See accompanying notes to financial statements.
- 2 -
<PAGE> 7
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Statement of Changes in Assets Available for Plan Benefits with
Fund Information
December 31, 1996
<TABLE>
<CAPTION>
Short-Term Hayes
GIC Government Equity Wheels
Fund Fund Fund Stock Fund Total
---- ----- ---- ---------- -----
<S> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends $ 52,713 $ 12,700 $ 1,417 $ 1,421 $ 68,251
Net realized and unrealized appreciation in
fair value of investments -- -- 154,579 27,556 182,135
-------- ---------- -------- ---------- ----------
Total investment income 52,713 12,700 155,996 28,977 250,386
-------- ---------- -------- ---------- ----------
Contributions:
Employer 1,006 908 1,458 277 3,649
Employee 266,894 61,327 219,465 35,177 582,863
Rollovers 1,200 -- 3,600 -- 4,800
-------- ---------- -------- ---------- ----------
Total contributions 269,100 62,235 224,523 35,454 591,312
-------- ---------- -------- ---------- ----------
Total additions 321,813 74,935 380,519 64,431 841,698
-------- ---------- -------- ---------- ----------
Deductions - benefit payments (40,209) (51,031) (76,192) (4,764) (172,196)
Net transfers (to) from other funds (71,569) (25,220) 141,764 (44,975) --
-------- ---------- -------- ---------- ----------
Net increase (decrease) in plan assets 210,035 (1,316) 446,091 14,692 669,502
Assets available for plan benefits:
Beginning of year 755,727 243,754 540,019 65,789 1,605,289
-------- ---------- -------- ---------- ----------
End of year $965,762 $ 242,438 $986,110 $ 80,481 $2,274,791
======== ========== ======== ========== ==========
</TABLE>
See accompanying notes to financial statements.
- 3 -
<PAGE> 8
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Statement of Changes in Assets Available for Plan Benefits with Fund Information
December 31, 1995
<TABLE>
<CAPTION>
Short-Term Hayes
Cash GIC Government Equity Wheels
Account Fund Fund Fund Stock Fund Total
------- ---- ---- ---- ---------- -----
<S> <C> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends $ -- $40,063 $ 12,514 $ 765 $ 227 $ 53,569
Net realized and unrealized appreciation in
fair value of investments -- -- -- 112,684 10,146 122,830
------- -------- ---------- -------- ---------- ----------
Total investment income -- 40,063 12,514 113,449 10,373 176,399
------- -------- ---------- -------- ---------- ----------
Contributions:
Employer -- 840 565 1,149 161 2,715
Employee -- 198,932 54,572 126,664 28,871 409,039
Rollovers -- -- 844 844 -- 1,688
------- -------- ---------- -------- ---------- ----------
Total contributions -- 199,772 55,981 128,657 29,032 413,442
------- -------- ---------- -------- ---------- ----------
Total additions -- 239,835 68,495 242,106 39,405 589,841
------- -------- ---------- -------- ---------- ----------
Deductions - benefit payments -- (45,215) (10,046) (27,874) (2,298) (85,433)
Net transfers (to) from other funds (4) 14,701 (8,418) (18,478) 12,199 --
------- -------- ---------- -------- ---------- ----------
Net increase in plan assets (4) 209,321 50,031 195,754 49,306 504,408
Assets available for plan benefits:
Beginning of year 4 546,406 193,723 344,265 16,483 1,100,881
------- -------- ---------- -------- ---------- ----------
End of year $ -- $755,727 $ 243,754 $540,019 $ 65,789 $1,605,289
======= ======== ========== ======== ========== ==========
</TABLE>
See accompanying notes to financial statements.
- 4 -
<PAGE> 9
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Notes to Financial Statements
December 31, 1996 and 1995
(1) Description of the Plan
The Hayes Wheels International, Inc. Savings Plan for Represented Employees
(the Plan) was established on August 1, 1985, and amended and restated
January 1, 1993. The Plan is a contributory, defined-contribution plan
designed to provide eligible employees (represented by a bargaining unit)
of a participating plant, division, or subsidiary of Hayes Wheels
International, Inc. (the Company), with a vehicle to systematically save
funds. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA).
At December 31, 1996 and 1995, two groups were participating in the Plan:
the Howell plant employees, and the Romulus plant employees.
Terms for each group are negotiated separately and may differ. The
following is a description of the Plan's requirements for each
participating group. Participants should refer to the plan agreement for
more complete information.
Eligibility
HOWELL
Hourly employees represented by a bargaining unit of the plant are eligible
to participate in the Plan after three full calendar months of service.
ROMULUS
Hourly and salaried employees represented by a bargaining unit of the plant
are eligible to participate in the Plan upon three full calendar months of
service.
Participant Contributions
Participants of both plants may elect to make a tax deferred contribution
of 1 percent to 15 percent of their compensation up to an annual maximum
specified by the Internal Revenue Service. Prior to July 1, 1995, the
maximum contribution was 6 percent. The participant may also elect the
percentage of their contribution to be allocated to each fund in multiples
of 25 percent.
- 5 -
<PAGE> 10
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Notes to Financial Statements, Continued
(1) Description of the Plan, Continued
Employer Contribution
Only employee contributions are allowed under the plan agreement for
Romulus. Howell participant contributions are matched $0.10 per dollar of
the first 2 percent of compensation contributed.
Vesting
Participants are fully vested in their participant contributions. Vesting
of employer contributions is based on years of eligible service as follows:
<TABLE>
<CAPTION>
<S> <C>
Years of Percentage
Eligible Service Vested
---------------- ------
Less than 3 0%
3 but less than 4 30
4 but less than 5 40
5 but less than 6 60
6 but less than 7 80
7 or more 100
</TABLE>
Investment Funds
----------------
Participants direct their accounts to be invested in the four common
collective trust funds under the Plan. The trustee of the Plan, Comerica
Bank, maintains the following funds for the Plan:
Fund Description
---- -----------
<TABLE>
<CAPTION>
<S> <C>
GIC Fund Invests in high-quality investment contracts issued
by selected insurance companies and banks.
Short-Term Government Fund Short-term fixed-income fund that invests only in
U.S. Treasury obligations and in repurchase
agreements collateralized by U.S Treasury
obligations.
Equity Fund Invests in the common stocks of high-quality
companies with consistent and superior
earnings-per-share growth.
Hayes Wheels Stock Fund Invests primarily in the common stock of the
Company.
</TABLE>
- 6 -
<PAGE> 11
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Notes to Financial Statements, Continued
(1) Description of the Plan, Continued
Forfeitures
Nonvested employer contributions of terminated employees become forfeitures
after a one-year break in service and are used to reduce future employer
contributions.
Allocations
Each participant's account is credited with the participant's contribution,
the employer's contribution, and an allocation of plan earnings.
Allocations are computed at the end of each calendar quarter based on the
participant's account balance.
Withdrawals
Upon retirement, disability, or death, the entire balance of the
participant's account becomes payable to the participant or the
participant's beneficiary. Upon any other termination of employment, the
participant receives the vested portion of their account. Withdrawals are
also permitted for financial hardship or upon attainment of age 59 1/2
under certain provisions of the Plan. All benefits are payable in lump
sum.
Administrative Expenses
The Company pays all administrative expenses associated with the Plan.
(2) Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements are presented on the accrual basis of
accounting such that all income, benefits, and expenses are recognized in
the period to which they relate.
Valuation of Investments
Investments in common stock and bank common collective trust funds, except
the GIC Fund, are stated at their aggregate fair value as reported by
Comerica Bank, the trustee, based upon quoted market prices of the
underlying investments within the funds. Unrealized and realized gains or
losses are reflected currently in the statement of changes in assets
available for plan participants. Purchases and sales of fund units or
securities are recorded on a trade-date basis.
- 7 -
<PAGE> 12
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Notes to Financial Statements, Continued
(2) Summary of Significant Accounting Policies, Continued
The Plan's GIC Fund is valued at the aggregate of the contract values of
the guaranteed investment contracts with insurance companies held by the
Fund, as the fund investments are fully benefit responsive. Contract value
represents contributions made under the contract, plus interest at the
contract rate, less funds used to pay benefits under the Plan.
(3) Tax Status
The Internal Revenue Service, in a letter dated July 22, 1996, determined
that the Plan meets the requirements of section 401(a) of the Internal
Revenue Code and is exempt from federal income tax under section 501(a) of
the Code.
(4) Termination of the Plan
The Company has reserved the right to terminate or amend the Plan at any
time. In the event of complete or partial termination of the Plan,
participants become 100 percent vested in their accounts and the balance in
the participant's account will be distributed at the discretion of the
committee which administers the Plan.
(5) Related Party Transactions
Comerica Bank serves as the Plan's recordkeeper and trustee. The Plan has
invested $2,150,816 of assets in Comerica sponsored funds at December 31,
1996.
- 8 -
<PAGE> 13
Schedule 1
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1996
<TABLE>
<CAPTION>
Description of
Investment,
Including Maturity
Date, Rate of
Interest Collateral,
Identity of Issue, Borrower, Par or Current
Lessor, or Similar Party Maturity Value Cost Value
------------------------ -------------- ---- -----
<S> <C> <C> <C>
Comerica Short-Term Fund* 6,784 units $6,784 $6,784
Comerica Short-Term Government Fund* 237,807 units 237,807 237,807
Comerica Core Growth Stock Equity Fund* 5,299 units 715,813 963,774
Comerica GIC Fund* 942,451 units 942,451 942,451
Hayes Wheels International, Inc., common
stock* 1,972 shares 65,756 75,922
---------- ----------
Total $1,968,611 $2,226,738
========== ==========
</TABLE>
*Party-in-interest
<PAGE> 14
Schedule 2
HAYES WHEELS INTERNATIONAL, INC. SAVINGS PLAN
FOR REPRESENTED EMPLOYEES
Item 27d - Schedule of Reportable Transactions
For the year ended December 31, 1996
<PAGE> 15
PAGE NO. 16
ACCOUNT NO. 80943B
SCHEDULE OF REPORTABLE 5% TRANSACTIONS
BY ISSUE
COMPUTED ON A 01/01/96 VALUE OF $726,398.54
HAYES WHEELS REPRESENTED-GIC
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
<TABLE>
<CAPTION>
ADJUSTED
PURCH/SALE TRANSACTION PURCHASE/SALE HISTORICAL
TRADE DATSHARES/PV PRICE EXPENSE PROCEEDS COST
GIC FUND/COMMINGLED INVESTMENT FUND
===================================
<S> <C> <C> <C> <C> <C>
12/31/95 3,941 PURCHASED 1.00 0.00 -3,941.26 3,941.26
01/24/96 248 PURCHASED 1.00 0.00 -248.00 248.00
01/25/96 24,500 PURCHASED 1.00 0.00 -24,500.00 24,500.00
01/29/96 2,448 SOLD 1.00 0.00 -2,447.86 2,447.86
01/31/96 3,947 PURCHASED 1.00 0.00 -3,946.89 3,946.89
02/16/96 25,091 PURCHASED 1.00 0.00 -2,5091.00 25,091.00
02/29/96 3,820 PURCHASED 1.00 0.00 -3,819.87 3,819.87
03/07/96 4,332 PURCHASED 1.00 0.00 -4,332.46 4,332.46
03/13/96 10,676 SOLD 1.00 0.00 -10,676.18 10,676.18
03/19/96 40,542 PURCHASED 1.00 0.00 -40,541.70 40,541.70
03/28/96 503 SOLD 1.00 0.00 -503.00 503.00
04/01/96 10,810 SOLD 1.00 0.00 -10,809.74 10,809.74
03/31/96 4,202 PURCHASED 1.00 0.00 -4,201.64 4,201.64
04/10/96 920 PURCHASED 1.00 0.00 -919.88 919.88
04/11/96 21,051 PURCHASED 1.00 0.00 -21,050.57 21,050.57
04/30/96 4,257 PURCHASED 1.00 0.00 -4,256.96 4,256.96
05/06/96 22,401 PURCHASED 1.00 0.00 -22,400.92 22,400.92
05/13/96 2,829 SOLD 1.00 0.00 -2,829.14 2,829.14
05/14/96 8,022 SOLD 1.00 0.00 -8,021.92 8,021.92
05/31/96 4,481 PURCHASED 1.00 0.00 -4,480.61 4,480.61
06/20/96 25,943 PURCHASED 1.00 0.00 -25,943.21 25,943.21
06/25/96 2,280 SOLD 1.00 0.00 -2,279.96 2,279.96
07/01/96 46,081 SOLD 1.00 0.00 -46,080.65 46,080.65
06/30/96 4,418 PURCHASED 1.00 0.00 -4,417.82 4,417.82
07/29/96 1,600 SOLD 1.00 0.00 -1,600.00 1,600.00
07/30/96 22,670 PURCHASED 1.00 0.00 -22,669.86 22,669.86
07/31/96 4,431 PURCHASED 1.00 0.00 -4,431.46 4,431.46
08/20/96 17,714 PURCHASED 1.00 0.00 -17,714.04 17,714.04
08/22/96 13,589 SOLD 1.00 0.00 -13,588.61 13,588.61
08/31/96 4,553 PURCHASED 1.00 0.00 -4,553.42 4,553.42
09/30/96 6,644 PURCHASED 1.00 0.00 -6,644.42 6,644.42
09/30/96 4,455 PURCHASED 1.00 0.00 -4,455.36 4,455.36
10/30/96 5,311 PURCHASED 1.00 0.00 -5,311.00 5,311.00
10/31/96 4,695 PURCHASED 1.00 0.00 -4,695.16 4,695.16
11/08/96 41,469 PURCHASED 1.00 0.00 -41,468.56 41,468.56
11/13/96 24,639 SOLD 1.00 0.00 -24,639.43 24,639.43
11/19/96 5,410 SOLD 1.00 0.00 -5,409.75 5,409.75
11/30/96 4,716 PURCHASED 1.00 0.00 -4,715.82 4,715.82
12/19/96 34,187 PURCHASED 1.00 0.00 -34,186.85 34,186.85
473,824.98
</TABLE>
<PAGE> 16
PAGE NO. 17
ACCOUNT NO. 80943B
SCHEDULE OF REPORTABLE 5% TRANSACTIONS
BY ISSUE
COMPUTED ON A 01/01/96 VALUE OF $726,398.54
HAYES WHEELS REPRESENTED-GIC
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
<TABLE>
<CAPTION>
ADJUSTED
PURCH/SALE TRANSACTION PURCHASE/SALE HISTORICAL
TRADE DATE SHARES/PV PRICE EXPENSE PROCEEDS COST
SHORT-TERM FUND
====================================
<S> <C> <C> <C> <C> <C>
01/03/96 7,310 PURCHASED 1.00 0.00 -7,309.50 7,309.50
01/12/96 17,491 PURCHASED 1.00 0.00 -17,490.64 17,490.64
01/25/96 248 SOLD 1.00 0.00 -248.00 248.00
01/26/96 24,500 SOLD 1.00 0.00 24,500.00 24,500.00
01/29/96 52 SOLD 1.00 0.00 52.14 52.14
02/02/96 64 PURCHASED 1.00 0.00 -64.25 64.25
02/16/96 25,028 PURCHASED 1.00 0.00 -25,027.59 25,027.59
02/20/96 25,091 SOLD 1.00 0.00 -25,091.00 25,091.00
03/04/96 15 PURCHASED 1.00 0.00 -15.27 15.27
03/07/96 16 SOLD 1.00 0.00 -16.11 16.11
03/19/96 40,542 PURCHASED 1.00 0.00 -40,541.70 40,541.70
03/20/96 40,542 SOLD 1.00 0.00 40,541.70 40,541.70
03/29/96 0 PURCHASED 1.00 0.00 -0.03 0.03
04/02/96 6 PURCHASED 1.00 0.00 -5.93 5.93
04/10/96 6 SOLD 1.00 0.00 5.96 5.96
04/11/96 1,155 SOLD 1.00 0.00 1,155.32 1,155.32
04/11/96 1,155 PURCHASED 1.00 0.00 -1,155.32 1,155.32
04/12/96 1,155 PURCHASED 1.00 0.00 -1,155.32 1,155.32
04/15/96 1,155 SOLD 1.00 0.00 ,155.32 1,155.32
05/02/96 1 PURCHASED 1.00 0.00 -0.51 0.51
05/07/96 1 SOLD 1.00 0.00 0.51 0.51
09/26/96 21,644 PURCHASED 1.00 0.00 -21,644.24 21,644.24
10/01/96 6,644 SOLD 1.00 0.00 6,644.42 6,644.42
10/02/96 9,683 SOLD 1.00 0.00 9,682.79 9,682.79
10/04/96 5 SOLD 1.00 0.00 5.44 5.44
10/31/96 5,311 SOLD 1.00 0.00 5,311.00 5,311.00
11/04/96 25 PURCHASED 1.00 0.00 -25.15 25.15
12/03/96 0 PURCHASED 1.00 0.00 -0.10 0.10
12/20/96 26 SOLD 1.00 0.00 25.80 25.80
12/27/96 1,200 PURCHASED 1.00 0.00 -1,199.96 1,199.96
230,071.02
</TABLE>
<PAGE> 17
PAGE NO. 17
ACCOUNT NO. 80943D
SCHEDULE OF REPORTABLE 5% TRANSACTIONS
BY ISSUE
COMPUTED ON A 01/01/96 VALUE OF $529,421.24
HAYES WHEELS REPRESENTED-EQUITY
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
<TABLE>
<CAPTION>
ADJUSTED
PURCH/SALE TRANSACTION PURCHASE/SALE HISTORICAL
TRADE DATE SHARES/PV PRICE EXPENSE PROCEEDS COST
SHORT-TERM FUND
==================
<S> <C> <C> <C> <C> <C>
01/02/96 17,895 PURCHASED 1.00 0.00 -17,895.00 17,895.00
01/03/96 2,216 PURCHASED 1.00 0.00 -2,215.97 2,215.97
01/12/96 2,233 PURCHASED 1.00 0.00 -2,232.86 2,232.86
01/23/96 22,344 SOLD 1.00 0.00 22,343.89 22,343.89
01/25/96 1 PURCHASED 1.00 0.00 -0.88 0.88
02/02/96 78 PURCHASED 1.00 0.00 -78.37 78.37
02/16/96 14,795 PURCHASED 1.00 0.00 -14,795.07 14,795.07
02/20/96 14,874 SOLD 1.00 0.00 14,874.00 14,874.00
03/04/96 9 PURCHASED 1.00 0.00 -9.14 9.14
03/07/96 9 PURCHASED 1.00 0.00 9.46 9.46
03/13/96 29,844 SOLD 1.00 0.00 29,843.87 29,843.87
03/13/96 29,844 PURCHASED 1.00 0.00 -29,843.87 29,843.87
03/19/96 25,282 PURCHASED 1.00 0.00 -25,281.77 25,281.77
03/20/96 25,282 SOLD 1.00 0.00 25,281.77 25,281.77
03/21/96 0 PURCHASED 1.00 0.00 -0.01 0.01
04/02/96 4 PURCHASED 1.00 0.00 -3.70 3.70
04/10/96 4 SOLD 1.00 0.00 3.71 3.71
04/16/96 0 PURCHASED 1.00 0.00 -0.12 0.12
05/07/96 0 SOLD 1.00 0.00 0.01 0.01
05/15/96 0 SOLD 1.00 0.00 0.11 0.11
06/24/96 0 PURCHASED 1.00 0.00 -0.01 0.01
06/27/96 0 PURCHASED 1.00 0.00 -0.01 0.01
07/01/96 0 SOLD 1.00 0.00 0.02 0.02
07/02/96 0 PURCHASED 1.00 0.00 -0.02 0.02
07/31/96 0 SOLD 1.00 0.00 0.01 0.01
08/22/96 0 PURCHASED 1.00 0.00 -0.01 0.01
09/26/96 17,032 PURCHASED 1.00 0.00 -17,032.06 17,032.06
10/01/96 17,032 SOLD 1.00 0.00 17,032.08 17,032.08
10/02/96 6,113 PURCHASED 1.00 0.00 -6,113.06 6,113.06
10/30/96 413 SOLD 1.00 0.00 413.03 413.03
10/31/96 5,700 SOLD 1.00 0.00 5,700.00 5,700.00
11/01/96 0 PURCHASED 1.00 0.00 -0.01 0.01
11/04/96 26 PURCHASED 1.00 0.00 -26.30 26.30
11/12/96 26 SOLD 1.00 0.00 26.00 26.00
11/13/96 34,190 PURCHASED 1.00 0.00 -34,189.79 34,189.79
11/19/96 27,654 PURCHASED 1.00 0.00 -27,654.00 27,654.00
11/20/96 34,190 SOLD 1.00 0.00 34,189.94 34,189.94
12/03/96 86 PURCHASED 1.00 0.00 -85.61 85.61
12/06/96 27,740 PURCHASED 1.00 0.00 -27,739.79 27,739.79
12/09/96 27,740 SOLD 1.00 0.00 27,739.79 27,739.79
12/19/96 34,999 PURCHASED 1.00 0.00 -34,999.30 34,999.30
12/20/96 27,740 SOLD 1.00 0.00 27,739.74 27,739.74
</TABLE>
<PAGE> 18
PAGE NO. 18
ACCOUNT NO. 80943D
SCHEDULE OF REPORTABLE 5% TRANSACTIONS
BY ISSUE
COMPUTED ON A 01/01/96 VALUE OF $529,421.24
HAYES WHEELS REPRESENTED-EQUITY
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
<TABLE>
<CAPTION>
ADJUSTED
PURCH/SALE TRANSACTION PURCHASE/SALE HISTORICAL
TRADE DATE SHARES/PV PRICE EXPENSE PROCEEDS COST
<S> <C> <C> <C> <C> <C>
12/23/96 34,999 SOLD 1.00 0.00 34,999.36 34,999.36
12/24/96 0 PURCHASED 1.00 0.00 -0.01 0.01
12/27/96 3,600 PURCHASED 1.00 0.00 -3,599.89 3,599.89
483,993.42
</TABLE>
<PAGE> 19
PAGE NO. 14
ACCOUNT NO. 80943C
SCHEDULE OF REPORTABLE 5% TRANSACTIONS
BY ISSUE
COMPUTED ON A 01/01/96 VALUE OF $239,240.62
HAYES WHEELS REPRESENTED-ST GOV'T
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
<TABLE>
<CAPTION>
ADJUSTED
PURCH/SALE TRANSACTION PURCHASE/SALE HISTORICAL
TRADE DATE SHARES/PV PRICE EXPENSE PROCEEDS COST
SHORT-TERM GOVT FUND SER 2
==========================
<S> <C> <C> <C> <C> <C>
01/03/96 1,058 SOLD 1.00 0.00 1,058.05 1,058.05
01/12/96 11,536 PURCHASED 1.00 0.00 -11,536.38 11,536.38
01/25/96 1,817 PURCHASED 1.00 0.00 -1,816.80 1,816.80
02/02/96 1,131 PURCHASED 1.00 0.00 -1,131.39 1,131.39
02/16/96 5,650 PURCHASED 1.00 0.00 -5,650.28 5,650.28
03/04/96 1,049 PURCHASED 1.00 0.00 -1,048.64 1,048.64
03/07/96 9,144 SOLD 1.00 0.00 -9,143.80 9,143.80
03/13/96 10,035 SOLD 1.00 0.00 -10,035.38 10,035.38
03/19/96 10,253 PURCHASED 1.00 0.00 -10,253.16 10,253.16
03/28/96 634 SOLD 1.00 0.00 633.57 633.57
04/01/96 2,817 SOLD 1.00 0.00 -2,816.54 2,816.54
04/02/96 1,084 PURCHASED 1.00 0.00 -1,083.92 1,083.92
04/10/96 952 SOLD 1.00 0.00 951.82 951.82
04/12/96 5,324 PURCHASED 1.00 0.00 -5,323.77 5,323.77
05/02/96 1,045 PURCHASED 1.00 0.00 -1,044.81 1,044.81
05/06/96 5,178 PURCHASED 1.00 0.00 -5,178.42 5,178.42
05/13/96 653 SOLD 1.00 0.00 653.04 653.04
05/15/96 97 PURCHASED 1.00 0.00 -96.90 96.90
05/31/96 993 SOLD 1.00 0.00 992.76 992.76
06/04/96 1,104 PURCHASED 1.00 0.00 -1,104.23 1,104.23
06/20/96 5,997 PURCHASED 1.00 0.00 -5,997.43 5,997.43
06/25/96 193 PURCHASED 1.00 0.00 -192.84 192.84
07/01/96 5,366 SOLD 1.00 0.00 5,366.35 5,366.35
07/02/96 1,084 PURCHASED 1.00 0.00 -1,083.60 1,083.60
07/30/96 3,646 PURCHASED 1.00 0.00 -3,645.66 3,645.66
08/02/96 1,126 PURCHASED 1.00 0.00 -1,125.72 1,125.72
08/20/96 4,795 PURCHASED 1.00 0.00 -4,794.50 4,794.50
08/22/96 30,391 SOLD 1.00 0.00 30,390.81 30,390.81
09/04/96 1,129 PURCHASED 1.00 0.00 -1,128.84 1,128.84
09/26/96 6,477 PURCHASED 1.00 0.00 -6,477.17 6,477.17
10/02/96 12,448 SOLD 1.00 0.00 -12,448.21 12,448.21
10/03/96 925 SOLD 1.00 0.00 924.94 924.94
10/04/96 1,043 SOLD 1.00 0.00 -1,042.97 1,042.97
10/30/96 413 SOLD 1.00 0.00 413.03 413.03
11/04/96 1,016 PURCHASED 1.00 0.00 -1,015.97 1,015.97
11/08/96 5,214 PURCHASED 1.00 0.00 -5,213.77 5,213.77
11/13/96 14,995 SOLD 1.00 0.00 14,995.09 14,995.09
11/20/96 3,280 SOLD 1.00 0.00 3,279.94 3,279.94
11/25/96 36 SOLD 1.00 0.00 36.13 36.13
12/03/96 961 PURCHASED 1.00 0.00 -960.62 960.62
12/19/96 18,661 PURCHASED 1.00 0.00 -18,660.99 18,660.99
</TABLE>
<PAGE> 20
PAGE NO. 15
ACCOUNT NO. 80943C
[COMERICA LOGO]
SCHEDULE OF REPORTABLE 5% TRANSACTIONS
BY ISSUE
COMPUTED ON A 01/01/96 VALUE OF $239,240.62
HAYES WHEELS REPRESENTED - ST. GOV'T
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
<TABLE>
<CAPTION>
ADJUSTED
PURCH/SALE TRANSACTION PURCHASE/SALE HISTORICAL
TRADE DATE SHARES/PV PRICE EXPENSE PROCEEDS COST
<S> <C> <C> <C> <C>
190,748.24
</TABLE>
<PAGE> 21
PAGE NO. 16
ACCOUNT NO. 80943A
[COMERICA LOGO]
SCHEDULE OF REPORTABLE 5% TRANSACTIONS
BY ISSUE
COMPUTED ON A 01/01/96 VALUE OF $819.66
HAYES WHEELS REPRESENTED-CASH
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
<TABLE>
<CAPTION>
ADJUSTED
PURCH/SALE TRANSACTION PURCHASE/SALE HISTORICAL
TRADE DATE SHARES/PV PRICE EXPENSE PROCEEDS COST
SHORT-TERM FUND
====================================
<S> <C> <C> <C> <C> <C>
01/03/96 4 PURCHASED 1.00 0.00 -3.77 3.77
01/29/96 823 SOLD 1.00 0.00 823.43 823.43
01/30/96 823 PURCHASED 1.00 0.00 -823.43 823.43
02/02/96 4 PURCHASED 1.00 0.00 -3.86 3.86
02/21/96 781 SOLD 1.00 0.00 780.70 780.70
03/04/96 3 PURCHASED 1.00 0.00 -2.57 2.57
03/07/96 43 SOLD 1.00 0.00 42.73 42.73
03/13/96 6 SOLD 1.00 0.00 -6.43 6.43
03/15/96 6 PURCHASED 1.00 0.00 -6.43 6.43
04/02/96 0 PURCHASED 1.00 0.00 -0.06 0.06
05/02/96 0 PURCHASED 1.00 0.00 -0.03 0.03
05/03/96 45,465 PURCHASED 1.00 0.00 -45,464.61 45,464.61
05/06/96 45,465 SOLD 1.00 0.00 -45,464.61 45,464.61
05/15/96 6 SOLD 1.00 0.00 6.49 6.49
06/03/96 993 PURCHASED 1.00 0.00 -992.76 992.76
06/04/96 973 SOLD 1.00 0.00 972.68 972.68
07/02/96 0 PURCHASED 1.00 0.00 -0.23 0.23
07/24/96 45,688 PURCHASED 1.00 0.00 -45,688.29 45,688.29
07/30/96 45,709 SOLD 1.00 0.00 45,708.63 45,708.63
08/02/96 41 PURCHASED 1.00 0.00 -41.02 41.02
08/14/96 38,864 PURCHASED 1.00 0.00 -38,864.19 38,864.19
08/20/96 38,864 SOLD 1.00 0.00 38,864.19 38,864.19
08/21/96 41 SOLD 1.00 0.00 41.02 41.02
08/23/96 14,041 PURCHASED 1.00 0.00 -14,041.02 14,041.02
09/04/96 13,946 SOLD 1.00 0.00 13,946.26 13,946.26
09/23/96 95 SOLD 1.00 0.00 94.76 94.76
10/04/96 378 PURCHASED 1.00 0.00 -378.10 378.10
10/24/96 378 SOLD 1.00 0.00 378.10 378.10
10/30/96 40,665 PURCHASED 1.00 0.00 -40,664.60 40,664.60
10/31/96 165 SOLD 1.00 0.00 165.21 165.21
11/04/96 13 PURCHASED 1.00 0.00 -13.29 13.29
11/07/96 46,014 PURCHASED 1.00 0.00 -46,013.56 46,013.56
11/08/96 74,562 SOLD 1.00 0.00 74,562.37 74,562.37
11/12/96 11,964 SOLD 1.00 0.00 11,963.87 11,963.87
12/03/96 56 PURCHASED 1.00 0.00 -56.44 56.44
12/27/96 0 SOLD 1.00 0.00 0.01 0.01
466,879.75
</TABLE>
<PAGE> 22
PAGE NO. 16
ACCOUNT NO. 80943E
[COMERICA LOGO]
SCHEDULE OF REPORTABLE 5% TRANSACTIONS
BY ISSUE
COMPUTED ON A 01/01/96 VALUE OF $62,346.49
HAYES WHEELS REPRESENTED-STOCK
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
<TABLE>
<CAPTION>
ADJUSTED
PURCH/SALE TRANSACTION PURCHASE/SALE HISTORICAL
TRADE DATE SHARES/PV PRICE EXPENSE PROCEEDS COST
HAYES WHEEL INTL INC
===================================
<S> <C> <C> <C> <C> <C>
12/27/95 41 SOLD 25.92 8.20 1,062.89 924.02
12/29/95 288 SOLD 25.55 57.60 7,358.15 6,490.71
01/22/96 250 PURCHASED 23.95 50.00 -5,987.88 5,987.88
03/26/96 30 PURCHASED 24.45 6.00 -733.50 733.50
04/10/96 178 PURCHASED 30.45 35.60 -5,420.10 5,420.10
04/25/96 153 PURCHASED 30.70 30.60 -4,697.10 4,697.10
05/07/96 50 SOLD 30.35 7.50 1,157.44 1,184.06
05/14/96 127 PURCHASED 31.08 25.40 -3,946.53 3,946.53
06/24/96 133 PURCHASED 31.95 26.60 -4,249.35 4,249.35
07/02/96 2,966 SOLD 28.80 0.00 85,420.80 65,418.14
120,393.74
HAYS WHEEL INTL INC
=====================================
08/19/96 1 SOLD 29.00 0.00 17.40 145.86
08/19/96 -1 SOLD -REV 29.00 0.00 -17.40 -145.86
07/05/96 1 SOLD 29.00 0.00 17.40 13.88
11/13/96 1,676 PURCHASED 34.00 100.56 -56,984.00 56,984.00
57,036.20
SHORT-TERM FUND
=====================================
01/02/96 13 PURCHASED 1.00 0.00 -13.13 13.13
01/03/96 13 SOLD 1.00 0.00 13.13 13.13
01/04/96 106 PURCHASED 1.00 0.00 -106.08 106.08
01/12/96 5,954 PURCHASED 1.00 0.00 -5,954.26 5,954.26
01/25/96 5,988 SOLD 1.00 0.00 -5,987.88 5,987.88
02/02/96 12 PURCHASED 1.00 0.00 -12.44 12.44
02/16/96 3,746 PURCHASED 1.00 0.00 -3,745.53 3,745.53
03/04/96 8 PURCHASED 1.00 0.00 -8.20 8.20
03/07/96 1,295 SOLD 1.00 0.00 -1,294.55 1,294.55
03/19/96 6,544 PURCHASED 1.00 0.00 -6,543.52 6,543.52
03/28/96 449 SOLD 1.00 0.00 -448.79 448.79
03/29/96 734 SOLD 1.00 0.00 733.50 733.50
04/02/96 25 PURCHASED 1.00 0.00 -24.63 24.63
04/08/96 36 PURCHASED 1.00 0.00 -35.93 35.93
04/10/96 1,117 SOLD 1.00 0.00 -1,117.42 1,117.42
04/12/96 3,398 PURCHASED 1.00 0.00 -3,397.60 3,397.60
04/15/96 5,420 SOLD 1.00 0.00 -5,420.10 5,420.10
</TABLE>
<PAGE> 23
PAGE NO. 17
ACCOUNT NO. 80943E
[COMERICA LOGO]
SCHEDULE OF REPORTABLE 5% TRANSACTIONS
BY ISSUE
COMPUTED ON A 01/01/96 VALUE OF $62,346.49
HAYES WHEELS REPRESENTED - STOCK
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
<TABLE>
<CAPTION>
ADJUSTED
PURCH/SALE TRANSACTION PURCHASE/SALE HISTORICAL
TRADE DATE SHARES/PV PRICE EXPENSE PROCEEDS COST
<S> <C> <C> <C> <C> <C> <C>
04/30/96 4,697 SOLD 1.00 0.00 -4,697.10 4,697.10
05/02/96 28 PURCHASED 1.00 0.00 -27.54 27.54
05/07/96 3,228 PURCHASED 1.00 0.00 -3,227.99 3,227.99
05/10/96 1,517 PURCHASED 1.00 0.00 -1,517.44 1,517.44
05/14/96 923 SOLD 1.00 0.00 922.72 922.72
05/17/96 3,947 SOLD 1.00 0.00 3,946.53 3,946.53
06/04/96 6 PURCHASED 1.00 0.00 -6.32 6.32
06/21/96 3,739 PURCHASED 1.00 0.00 -3,738.52 3,738.52
06/26/96 520 PURCHASED 1.00 0.00 -520.11 520.11
06/27/96 4,249 SOLD 1.00 0.00 4,249.35 4,249.35
07/02/96 46 PURCHASED 1.00 0.00 -46.07 46.07
07/12/96 85,421 PURCHASED 1.00 0.00 -85,420.80 85,420.800
07/31/96 3,343 PURCHASED 1.00 0.00 -3,342.88 3,342.88
08/02/96 256 PURCHASED 1.00 0.00 -255.89 255.89
08/21/96 2,734 PURCHASED 1.00 0.00 -2,733.55 2,733.55
08/22/96 17 PURCHASED 1.00 0.00 -17.40 17.40
08/22/96 3,442 SOLD 1.00 0.00 3,441.55 3,441.55
09/04/96 411 PURCHASED 1.00 0.00 -411.37 411.37
09/26/96 3,167 PURCHASED 1.00 0.00 -3,167.27 3,167.27
10/02/96 4,884 PURCHASED 1.00 0.00 -4,883.59 4,883.59
11/04/96 446 PURCHASED 1.00 0.00 -446.11 446.11
11/08/96 40,640 SOLD 1.00 0.00 40,639.93 40,639.93
11/14/96 5,445 PURCHASED 1.00 0.00 -5,444.73 5,444.73
11/18/96 56,984 SOLD 1.00 0.00 56,984.00 56,984.00
11/20/96 1,323 SOLD 1.00 0.00 1,322.63 1,322.63
12/03/96 198 PURCHASED 1.00 0.00 -197.78 197.78
12/20/96 2,101 SOLD 1.00 0.00 2,100.91 2,100.91
268,566.77
</TABLE>
<PAGE> 24
EXHIBIT 28
Consent of KPMG Peat Marwick LLP
The Board of Directors
Hayes Wheels International, Inc.:
We consent to the incorporation by reference into (1) an exhibit of the annual
report on Form 10-K of Hayes Wheels International, Inc., for the year ended
January 31, 1997, and (2) the Post-Effective Amendment No. 1 to the Form S-8
Registration Statement (Number 33-308079) pertaining to the Hayes Wheels
International, Inc. Savings Plan for Represented Employees and in the related
prospectus of our report dated May 30, 1997, with respect to the financial
statements of Hayes Wheels International, Inc. Savings Plan for Represented
Employees included in this Annual Report (Form 11-K) for the year ended
December 31, 1996.
KPMG Peat Marwick LLP
Detroit, Michigan
June 27, 1997
<PAGE> 1
EXHIBIT 28B
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(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, 1996.
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 1-11592
A. Full title of the plan and address of the plan, if different from that
of the issuer named below:
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
B. Name of issuer of securities held pursuant to the plan and the address
of its principal executive office:
Hayes Wheels International, Inc.
38481 Huron River Drive
Romulus, Michigan 48174
4
<PAGE> 2
The following financial statements and exhibits are filed as part of this
report:
(a) Financial statements
(1) Independent Auditors' Report
(2) Statements of Assets Available for Plan Benefits, with Fund
Information, as of December 31, 1996 and 1995
(3) Statements of Changes in Assets Available for Plan Benefits with
Fund Information for the year ended December 31, 1996 and 1995
(4) Notes to Financial Statements
(b) Exhibit 28 -- Consent of Independent Auditors
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, this annual report has been duly signed on behalf of the Plan by the
undersigned, thereunto duly authorized.
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
By: /s/ KURT M. SUCKOW
-----------------------------------
Kurt M. Suckow
Plan Administrator
Date: June 30, 1997
3
<PAGE> 3
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Financial Statements and Schedules
Years ended December 31, 1996 and 1995
(With Independent Auditors' Report Thereon)
<PAGE> 4
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Table of Contents
Page(s)
-------
Independent Auditors' Report 1
Statement of Assets Available for Plan Benefits with Fund Information
as of December 31, 1996 2
Statement of Assets Available for Plan Benefits with Fund Information
as of December 31, 1995 3
Statement of Changes in Assets Available for Plan Benefits with Fund
Information for the year ended December 31, 1996 4
Statement of Changes in Assets Available for Plan Benefits with Fund
Information for the year ended December 31, 1995 5
Notes to Financial Statements 6-10
Schedule
--------
Item 27a - Schedule of Assets Held for Investment Purposes as of
December 31, 1996 1
Item 27d - Schedule of Reportable Transactions for the year ended
December 31, 1996 2
All other schedules required to be filed in accordance with the Employee
Retirement Income Security Act of 1974 are not applicable and, accordingly,
have been omitted.
<PAGE> 5
Independent Auditors' Report
To the Retirement Committee of the
Hayes Wheels International, Inc.
Retirement Savings Plan:
We have audited the accompanying statements of assets available for plan
benefits of Hayes Wheels International, Inc. Retirement Savings Plan as of
December 31, 1996 and 1995, and the related statements of changes in 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 assets available for plan benefits as of December
31, 1996 and 1995, and the changes in 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 as listed in
the accompanying table of contents 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 assets
available for plan benefits and the statements of changes in assets available
for plan benefits is presented for purposes of additional analysis rather than
to present the assets available for plan benefits and changes in 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.
KPMG Peat Marwick LLP
Detroit, Michigan
May 30, 1997
<PAGE> 6
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Statement of Assets Available for Plan Benefits with Fund Information
December 31, 1996
<TABLE>
<CAPTION>
International Balanced Long-Term Ultra Equity
Growth Investors Bond Investors Index
Fund Fund Fund Fund Fund
------------ ----------- --------- ---------- ------
<S> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value:
American Century International Growth Fund $ 977,105 $ -- $ -- $ -- $ --
American Century Balanced Investors Fund -- 1,025,960 -- -- --
American Century Long-Term Bond Fund -- -- 275,197 -- --
American Century Ultra Investors Fund -- -- -- 2,961,660 --
American Century Equity Index Fund -- -- -- -- 1,116,859
Chase Manhattan Bank Trust for Employee Benefit
Plans II Cash Investment Fund -- -- -- -- --
Hayes Wheels International, Inc. common stock -- -- -- -- --
Loans to participants -- -- -- -- --
--------- ---------- --------- ---------- ----------
977,105 1,025,960 275,197 2,961,660 1,116,859
Investment, at contract value:
Bankers Trust Capital Preservation Trust -- -- -- -- --
--------- ---------- -------- --------- ----------
Total investments 977,105 1,025,960 275,197 2,961,660 1,116,859
Contributions receivable:
Employer 52,445 41,716 14,700 132,863 62,657
Employee 13,370 15,797 3,756 38,571 16,271
Accrued income -- -- -- -- --
Interfund receivable (payable) 701 1,155 401 4,480 464
--------- ---------- -------- --------- ---------
Assets available for plan benefits $1,043,621 $1,084,628 $294,054 $3,137,574 $1,196,251
========== ========== ======== ========= ==========
</TABLE>
<TABLE>
<CAPTION>
Hayes
Captial Wheels
Preservation Stock Loan
Trust Fund Fund Total
------------- -------- --------- ----------
<S> <C> <C> <C> <C>
Assets:
Investments, at fair value:
American Century International Growth Fund $ -- $ -- -- $ 977,105
American Century Balanced Investors Fund -- -- -- 1,025,960
American Century Long-Term Bond Fund -- -- -- 275,197
American Century Ultra Investors Fund -- -- -- 2,961,660
American Century Equity Index Fund -- -- -- 1,116,859
Chase Manhattan Bank Trust for Employee Benefit
Plans II Cash Investment Fund -- 535 -- 535
Hayes Wheels International, Inc. common stock -- 320,435 -- 320,435
Loans to participants -- -- 170,387 170,387
---------- ---------- --------- ------------
-- 320,970 170,387 6,848,138
Investment, at contract value:
Bankers Trust Capital Preservation Trust 1,205,932 -- -- 1,205,932
---------- ---------- ---------- -------------
Total investments 1,205,932 320,970 170,387 8,054,070
Contributions receivable:
Employer 182,258 50,200 -- 536,839
Employee 7,571 8,962 -- 104,298
Accrued income -- 13 -- 13
Interfund receivable (payable) 608 7,848 (15,657) --
---------- ---------- ----------- -------------
Assets available for plan benefits $ 1,396,369 $ 387,993 $ 154,730 $ 8,695,220
=========== ========== =========== =============
</TABLE>
See accompanying notes to financial statements.
- 2 -
<PAGE> 7
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Statement of Assets Available for Plan Benefits with Fund Information
December 31, 1995
<TABLE>
<CAPTION>
International Balanced Long-Term Ultra Equity
Growth Investors Bond Investors Index
Fund Fund Fund Fund Fund
------------- --------- --------- ---------- --------
<S> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value:
American Century International Equity Fund $ 628,303 $ -- $ -- $ -- $ --
American Century Balanced Investors Fund -- 748,494 -- -- --
American Century Long-Term Bond Fund -- -- 168,721 -- --
American Century Ultra Investors Fund -- -- -- 1,919,256 --
Twentieth Century Equity Index Fund -- -- -- -- 737,875
U.S. Trust Short-term Fixed Income Fund -- -- -- -- --
Hayes Wheels International, Inc. common stock -- -- -- -- --
Loans to participants -- -- -- -- --
------------- ----------- ----------- ------------- -----------
628,303 748,494 168,721 1,919,256 737,875
Investment, at contract value:
Bankers Trust Capital Preservation Trust -- -- -- -- --
------------- ----------- ----------- ------------- -----------
Total investments 628,303 748,494 168,721 1,919,256 737,875
Contributions receivable:
Employer 25,568 17,882 7,334 65,554 25,037
Employee 9,059 10,010 2,439 26,274 10,765
Other -- -- -- -- --
Accrued income -- -- -- -- --
Interfund receivable (payable) 291 3,906 202 2,499 216
------------- ----------- ----------- ------------- -----------
Assets available for plan benefits $ 663,221 $ 780,232 $ 178,696 $ 2,013,583 $ 773,893
============= =========== =========== ============= ===========
</TABLE>
<TABLE>
<CAPTION>
Hayes
Capital Wheels
Preservation Stock Loan
Trust Fund Fund Total
------------ -------- --------- ----------
<S> <C> <C> <C> <C>
Assets:
Investments, at fair value:
American Century International Equity Fund $ -- $ -- $ -- $ 628,303
American Century Balanced Investors Fund -- -- -- 748,494
American Century Long-Term Bond Fund -- -- -- 168,721
American Century Ultra Investors Fund -- -- -- 1,919,256
Twentieth Century Equity Index Fund -- -- -- 737,875
U.S. Trust Short-term Fixed Income Fund -- 2,100 -- 2,100
Hayes Wheels International, Inc. common stock -- 532,026 -- 532,026
Loans to participants -- -- 120,053 120,053
----------- ----------- ----------- -------------
-- 534,126 120,053 4,856,828
Investment, at contract value:
Bankers Trust Capital Preservation Trust 680,931 -- -- 680,931
----------- ----------- ----------- -------------
Total investments 680,931 534,126 120,053 5,537,759
Contributions receivable:
Employer 83,333 22,007 -- 246,655
Employee 4,537 8,898 -- 71,982
Other -- 3,565 -- 3,565
Accrued income -- 326 -- 326
Interfund receivable (payable) 472 202 (7,778) --
----------- ----------- ----------- -------------
Assets available for plan benefits $ 769,273 $ 569,124 $ 112,265 $ 5,860,287
=========== =========== =========== =============
</TABLE>
See accompanying notes to financial statements.
- 3 -
<PAGE> 8
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Statement of Changes in Assets Available for Plan Benefits with Fund Information
December 31, 1996
<TABLE>
<CAPTION>
International Balanced Long-Term Ultra Equity
Growth Investors Bond Investors Index
Fund Fund Fund Fund Fund
------------- --------- --------- --------- ------
<S> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends $ 99,103 $ 102,758 $ 17,108 $ 171,660 $ --
Net realized and unrealized appreciation
(depreciation) in fair value of investments 17,358 11,299 (8,363) 166,149 196,818
---------- ---------- -------- ---------- ----------
Total investment income 116,461 114,057 8,745 337,809 196,818
---------- ---------- -------- ---------- ----------
Contributions:
Employer 131,791 114,832 36,901 343,844 152,971
Employee 171,273 178,011 37,861 481,063 188,429
Rollover 8,742 6,284 13,494 16,882 4,668
---------- ---------- -------- ---------- ----------
Total contributions 311,806 299,127 88,256 841,789 346,068
---------- ---------- -------- ---------- ----------
Total additions 428,267 413,184 97,001 1,179,598 542,886
---------- ---------- -------- ---------- ----------
Deductions:
Benefit payments 99,015 111,388 25,449 385,528 184,605
Other 6,689 5,586 1,501 17,877 6,004
Loans to participants 21,584 25,791 17,016 28,837 20,637
---------- ---------- -------- ---------- ----------
Total deductions 127,288 142,765 43,966 432,242 211,246
---------- ---------- -------- ---------- ----------
Net transfers (to) from other funds and plans 79,421 33,977 62,323 376,635 90,718
---------- ---------- -------- ---------- ----------
Net increase (decrease) 380,400 304,396 115,358 1,123,991 422,358
Assets available for plan benefits:
Beginning of year 663,221 780,232 178,696 2,013,583 773,893
---------- ---------- -------- ---------- ----------
End of year $1,043,621 $1,084,628 $294,054 $3,137,574 $1,196,251
========== ========== ======== ========== ==========
<CAPTION>
Hayes
Capital Wheels
Preservation Stock Loan
Trust Fund Fund Total
------------ ------ ----- ----------
<S> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends $ 50,925 $ 2,571 $ 8,808 $ 452,933
Net realized and unrealized appreciation
(depreciation) in fair value of investments 149 196,002 -- 579,412
---------- -------- -------- ----------
Total investment income 51,074 198,573 8,808 1,032,345
---------- -------- -------- ----------
Contributions:
Employer 308,571 117,923 -- 1,206,833
Employee 97,308 139,869 -- 1,293,814
Rollover 75,811 17,119 -- 143,000
---------- -------- -------- ----------
Total contributions 481,690 274,911 2,643,647
---------- -------- -------- ----------
Total additions 532,764 473,484 8,808 3,675,992
---------- -------- -------- ----------
Deductions:
Benefit payments 129,663 14,731 20,737 971,116
Other 5,019 1,841 -- 44,517
Loans to participants 13,563 12,691 (140,119) --
---------- -------- -------- ----------
Total deductions 148,245 29,263 (119,382) 1,015,633
---------- -------- -------- ----------
Net transfers (to) from other funds and plans 242,577 (625,352) (85,725) 174,574
---------- -------- -------- ----------
Net increase (decrease) 627,096 (181,131) 42,465 2,834,933
Assets available for plan benefits:
Beginning of year 769,273 569,124 112,265 5,860,287
---------- -------- -------- ----------
End of year $1,396,369 $387,993 $154,730 $8,695,220
========== ======== ======== ==========
</TABLE>
See accompanying notes to financial statements.
-4-
<PAGE> 9
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Statement of Changes in Assets Available for Plan Benefits with Fund Information
December 31, 1995
<TABLE>
<CAPTION>
International Balanced Long-Term Ultra Equity
Growth Investors Bond Investors Index
Fund Fund Fund Fund Fund
------------- --------- --------- --------- -----
<S> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends $ 600 $ 59,517 $ 9,147 $ 90,891 $ 113
Net realized and unrealized
depreciation in fair value of investments 63,989 52,999 16,176 316,778 146,546
-------- -------- -------- ---------- --------
Total investment income 64,589 112,516 25,323 407,669 146,659
-------- -------- -------- ---------- --------
Contributions:
Employer contributions 132,167 120,268 37,988 314,376 119,882
Employee contributions 185,453 168,951 38,967 421,737 165,776
Rollover 15,138 48,893 1,035 14,906 23,283
-------- -------- -------- ---------- --------
Total contributions 332,758 338,112 77,990 751,019 308,941
-------- -------- -------- ---------- --------
Total additions 397,347 450,628 103,313 1,158,688 455,600
-------- -------- -------- ---------- --------
Deductions:
Benefit payments 57,177 41,708 19,550 53,520 12,538
Other (3,574) 594 180 (2,448) (2,590)
Loans to participants 4,552 51,822 11,152 35,385 23,454
-------- -------- -------- ---------- --------
Total deductions 58,155 94,124 30,882 86,457 33,402
-------- -------- -------- ---------- --------
Net interfund transfers (64,641) 364 (12,800) 79,887 61,480
-------- -------- -------- ---------- --------
Net increase (decrease) 274,551 356,868 59,631 1,152,118 483,678
Assets available for plan benefits:
Beginning of year 388,670 423,364 119,065 861,465 290,215
-------- -------- -------- ---------- --------
End of year $663,221 $780,232 $178,696 $2,013,583 $773,893
======== ======== ======== ========== ========
<CAPTION>
Hayes
Capital Wheels
Preservation Stock Loan Cash
Trust Fund Fund Fund Total
------------ ------ ---- ---- -----
<S> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends $ 26,606 $ 1,433 $ 4,934 $ -- $ 193,241
Net realized and unrealized
depreciation in fair value of investments -- 124,266 -- -- 720,754
-------- -------- --------- --------- ----------
Total investment income 26,606 125,699 4,934 -- 913,995
-------- -------- --------- --------- ----------
Contributions:
Employer contributions 352,472 120,071 -- -- 1,197,224
Employee contributions 72,700 166,541 -- -- 1,220,125
Rollover 33,802 16,853 -- -- 153,910
-------- -------- --------- --------- ----------
Total contributions 458,974 303,465 -- -- 2,571,529
-------- -------- --------- --------- ----------
Total additions 485,580 429,164 4,934 -- 3,485,254
-------- -------- --------- --------- ----------
Deductions:
Benefit payments 188,322 29,938 4,459 -- 407,212
Other 110 -- 51 10,507 2,830
Loans to participants 19,941 -- (146,306) -- --
-------- -------- --------- --------- ----------
Total deductions 208,373 29,938 (141,796) 10,507 410,042
-------- -------- --------- --------- ----------
Net interfund transfers 35,993 (55,818) (44,465) -- --
-------- -------- --------- --------- ----------
Net increase (decrease) 313,200 343,408 102,265 (10,507) 3,075,212
Assets available for plan benefits:
Beginning of year 456,073 225,716 10,000 10,507 2,785,075
-------- -------- --------- --------- ----------
End of year $769,273 $569,124 $ 112,265 $ -- $5,860,287
======== ======== ========= ========= ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 10
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 1996 and 1995
(1) Description of the Plan
The Hayes Wheels International, Inc. Retirement Savings Plan (the Plan) was
established effective January 1, 1993. The Plan is a contributory,
defined-contribution plan designed to provide eligible salaried employees
of a participating plant, division, or subsidiary of Hayes Wheels
International, Inc. (the Company), with a vehicle to systematically save
funds. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA).
At December 31, 1996, five locations were participating in the Plan: the
LaMirada, California, plant; the Howell, Michigan, plant; the Huntington,
Indiana, plant (effective May 1, 1996); the Gainsville, Georgia plant
(effective October 1, 1996); and the Romulus, Michigan, plant and Corporate
office.
The following is a brief description of the Plan's requirements.
Participants should refer to the plan agreement for more complete
information.
Eligibility
Salaried employees not covered under a Company-sponsored pension plan are
eligible to participate in the Plan. An employee is eligible on the first
day of the month following 30 days of full-time employment.
Participant Contributions
A participant may elect to make a basic deferred contribution of between 2
percent and 15 percent of the participant's compensation. The participant
may also elect the percentage of the participant's contribution to be
allocated to each investment fund.
Employer Contribution
Employer contributions consist of matching contributions and retirement
contributions. The matching contribution is 50 percent of the first 2
percent of the participant's compensation contributed and 25 percent of the
next 4 percent of the participant's compensation contributed. The Company
makes a retirement contribution quarterly to each member actively employed
as of the last day of a calendar quarter. The retirement contribution
equals 5 percent of compensation until the participant's year-to-date
compensation reaches the Social Security taxable wage base. After reaching
the taxable wage base, the contribution equals 8 percent of compensation.
- 6 -
<PAGE> 11
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements, Continued
(1) Description of the Plan, Continued
Vesting
Participants are fully vested in their basic contributions at all times.
Vesting of the employer matching and retirement contributions is based on
years of eligible service as follows:
Years of Percentage
Eligible Service Vested
----------------- ----------
Less than 1 0%
1 but less than 2 25
2 but less than 3 50
3 but less than 4 75
4 or more 100
Forfeitures
Nonvested employer contributions of terminated employees become forfeitures
after a one-year break in service--unless the nonvested balance is greater
than $3,500, in which case they would become a forfeiture after a five-year
break in service--and are used to reduce future employer contributions.
Allocations
Each participant's account is credited with the participant's contribution,
the employer's contribution, and an allocation of plan earnings.
Allocations are computed at the end of each calendar quarter based on the
participant's account balance.
Upon retirement, disability, or death, the entire balance of the
participant's account becomes payable to the participant or the
participant's beneficiary. Upon any other termination of employment, the
participant receives the vested portion of their account. Withdrawals are
also permitted for financial hardship or upon attainment of age 59 1/2
under certain provisions of the Plan. All benefits are payable in lump
sum.
- 7 -
<PAGE> 12
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements, Continued
(1) Description of the Plan, Continued
Plan Benefits, Continued
Participants may borrow up to the lesser of $50,000 or 50 percent of the
vested portion of their account. When a loan is made, the participants'
investment fund(s) assets are decreased on a pro-rata basis and the loan
receivable is reflected in the Loan Fund. Loan repayments are redeposited
into the participants' accounts based on current election directives.
Administrative Expenses
The Company pays all administrative expenses associated with the Plan.
(2) Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements are presented on the accrual basis of
accounting such that all income, benefits, and expenses are recognized in
the period to which they relate.
Valuation of Investments
Investments in all common collective trust funds, except the Capital
Preservation Trust, are stated at their aggregate fair value as reported by
American Century Securities, Inc. (American Century, formerly known as
Twentieth Century), the trustee, based upon quoted market prices of the
underlying investments within the funds. Unrealized and realized gains or
losses are reflected currently in the statement of changes in net assets
available for plan benefits. Purchases and sales of fund units or
securities are recorded on a trade-date basis.
The Plan's Capital Preservation Fund is valued at the aggregate contract
values of the GICs held by the fund, as the fund investment is fully
benefit responsive. Contract value represents contributions made under the
contract, plus interest at the contract rate, less funds used to pay
benefits under the Plan.
- 8 -
<PAGE> 13
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements, Continued
(3) Investment Funds
----------------
Participants direct their accounts to be invested in various investment
funds. American Century maintains the following funds under the Plan:
<TABLE>
<CAPTION>
Fund Description
---- -----------
<S> <C>
International Growth Fund Seeks capital growth over time by investing in
common stocks of a broad range of foreign companies.
(Named International Equity Fund in prior year.)
Balanced Investors Fund Seeks capital growth and current income by investing
approximately 60 percent of its assets in growth
stocks and the remainder in fixed-income securities.
Long-Term Bond Fund Seeks to provide a high level of income by investing
in a diversified portfolio of longer-term corporate,
government, and mortgage-backed bonds.
Ultra Investors Fund Seeks capital growth over time by investing in
common stocks considered by management to have
better-than-average prospects for appreciation,
typically small to medium-size companies.
Equity Index Fund Seeks long-term capital appreciation. The fund
invests primarily in Wells Fargo's Equity Index Fund
E, a highly diversified portfolio consisting of
stocks included in the Standard & Poor's 500
Composite Stock Price Index.
Capital Preservation Trust A stable value income fund in which the
participants' principal is protected from market
volatility. Invests exclusively in the BT Pyramid
GIC Fund, a diversified pool of high-quality
fixed-income securities, and attempts to provide
investors with yields that are higher than money
market funds and CDs.
Hayes Wheels Stock Fund Invests primarily in the common stock of the
Company.
Loan Fund Participant loans are maintained within this fund.
</TABLE>
- 9 -
<PAGE> 14
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements, Continued
(4) Tax Status
----------
The Internal Revenue Service, in a letter dated July 22, 1996, determined
that the Plan meets the requirements of section 401(a) of the Internal
Revenue Code and is exempt from federal income tax under section 501(a) of
the Code.
(5) Termination of the Plan
-----------------------
The Company has reserved the right to terminate or amend the Plan at any
time. In the event of complete or partial termination of the Plan,
participants become 100 percent vested in their accounts and the balance
in the participant's account will be distributed at the discretion of the
committee which administers the Plan.
(6) Related Party Transactions
--------------------------
American Century serves as the Plan's recordkeeper and trustee. The Plan
has invested $6,356,781 of assets in American Century sponsored funds at
December 31, 1996.
- 10 -
<PAGE> 15
Schedule 1
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1996
<TABLE>
<CAPTION>
Description of Investment,
Including Maturity Date, Rate
Identity of Issue, Borrower, of Interest Collateral, Par Current
Lessor, or Similar Party or Maturity Value Cost Value
- ---------------------------- ------------------------------ ---- -------
<S> <C> <C> <C>
American Century Securities, Inc.*:
International Growth Fund 122,752 units $ 938,945 $ 977,105
Balanced Investors Fund 59,441 units 992,365 1,025,960
Long-Term Bond Fund 28,938 units 272,103 275,197
Ultra Investors Fund 105,435 units 2,605,630 2,961,660
Equity Index Fund 65,009 units 837,717 1,116,859
Bankers Trust - Capital Preservation Trust 1,205,932 units 1,205,932 1,205,932
Chase Manhattan Bank Trust for Employee Benefit
Plans II
Cash Investment Fund 535 units 535 535
Hayes Wheels International, Inc. common stock* 8,323 shares 267,632 320,435
Loans to participants -- 170,387 170,387
------------ ----------
$ 7,290,846 $ 8,054,070
</TABLE>
* Party-in-interest
<PAGE> 16
Schedule 2
HAYES WHEELS INTERNATIONAL, INC.
RETIREMENT SAVINGS PLAN
Item 27d - Schedule of Reportable Transactions
For the year ended December 31, 1996
<TABLE>
<CAPTION>
Current Value
Purchase Selling of Asset on Net Gain
Identity of Party Involved Description of Assets Price Price Cost Transaction Date (Loss)
- -------------------------- --------------------- --------- --------- -------- ---------------- --------
<S> <C> <C> <C> <C> <C> <C>
Barclays PLC Bank Barclays Equity Index $ 453,100 $ 277,386 $219,448 $ 730,486 $ 57,939
SEI Trust Company Bankers Trust Capital Preservation Trust 1,239,462 794,485 794,482 2,033,946 3
American Century* International Growth 483,321 -- -- 483,321 --
American Century* Ultra Fund 1,238,324 566,562 481,563 1,804,887 84,999
American Century* Balanced Fund 382,099 -- -- 382,099 --
Hayes Wheels
International, Inc.* Hayes Wheels International, Inc. Common 453,543 1,624,489 655,393 2,871,904 969,096
Stock
</TABLE>
* Party-in-interest
<PAGE> 17
EXHIBIT 28
Consent of KPMG Peat Marwick LLP
The Board of Directors
Hayes Wheels International, Inc.:
We consent to the incorporation by reference into (1) an exhibit of the annual
report on Form 10-K of Hayes Wheels International, Inc., for the year ended
January 31, 1997, and (2) in the Post-Effective Amendment No. 1 to the Form S-8
Registration Statement (Number 33-308079) pertaining to the Hayes Wheels
International, Inc. Retirement Savings Plan and in the related prospectus of
our report dated May 30, 1997, with respect to the financial statements of
Hayes Wheels International, Inc. Retirement Savings Plan included in this
Annual Report (Form 11-K) for the year ended December 31, 1996.
KPMG Peat Marwick LLP
Detroit, Michigan
June 27, 1997
<PAGE> 1
EXHIBIT 28C
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(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, 1996.
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 1-11592
A. Full title of the plan and address of the plan, if different from that
of the issuer named below:
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
B. Name of issuer of securities held pursuant to the plan and the address
of its principal executive office:
Hayes Wheels International, Inc.
38481 Huron River Drive
Romulus, Michigan 48174
<PAGE> 2
The following financial statements and exhibits are filed as part of this
report:
(a) Financial statements
(1) Independent Auditors' Report
(2) Statements of Assets Available for Plan Benefits, with Fund
Information, as of December 31, 1996 and 1995
(3) Statements of Changes in Assets Available for Plan Benefits with
Fund Information, for the year ended December 31, 1996 and 1995
(4) Notes to Financial Statements
(b) Exhibit 28 -- Consent of Independent Auditors
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, this annual report has been duly signed on behalf of the Plan by the
undersigned, thereunto duly authorized.
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
By: /s/ KURT M. SUCKOW
-----------------------------------
Kurt M. Suckow
Plan Administrator
Date: June 30, 1997
<PAGE> 3
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Financial Statements and Schedules
Years Ended December 31, 1996 and 1995
(With Independent Auditors' Report Thereon)
<PAGE> 4
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Table of Contents
<TABLE>
<CAPTION>
Page(s)
<S> <C>
Independent Auditors' Report 1
Statement of Assets Available for Plan Benefits with Fund Information
as of December 31, 1996 2
Statement of Assets Available for Plan Benefits with Fund Information
as of December 31, 1995 3
Statement of Changes in Assets Available for Plan Benefits with Fund
Information for the year ended December 31, 1996 4
Statement of Changes in Assets Available for Plan Benefits with Fund
Information for the year ended December 31, 1995 5
Notes to Financial Statements 6-13
Schedule
--------
Item 27a - Schedule of Assets Held for Investment Purposes as of
December 31, 1996 1
Item 27d - Schedule of Reportable Transactions for the year ended
December 31, 1996 2
</TABLE>
All other schedules required to be filed in accordance with the Employee
Retirement Income Security Act of 1974 are not applicable and, accordingly,
have been omitted.
<PAGE> 5
Independent Auditors' Report
To the Retirement Committee of the
Hayes Wheels International, Inc.
Employee Savings Plan:
We have audited the accompanying statements of assets available for plan
benefits of Hayes Wheels International, Inc. Employee Savings Plan as of
December 31, 1996 and 1995 and the related statements of changes in 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 assets available for plan benefits as of December
31, 1996 and 1995, and the changes in 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, as listed
in the accompanying table of contents 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 assets available for plan benefits and statements of changes in assets
available for plan benefits is presented for purposes of additional analysis
rather than to present the assets available for plan benefits and changes in
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.
KPMG Peat Marwick LLP
Detroit, Michigan
May 30, 1997
<PAGE> 6
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Statement of Assets Available for Plan Benefits with Fund Information
December 31, 1996
<TABLE>
<Cation>
International Balanced Long-Term Ultra Equity Capital
Growth Investors Bond Investors Index Preservation
Fund Fund Fund Fund Fund Trust
---- ---- ---- ---- ---- -----
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value:
American Century International Growth
Fund $1,931,367 $ -- $ -- $ -- $ -- $ --
American Century Balanced Investors Fund -- 2,865,105 -- -- -- --
American Century Long-Term Bond Fund -- -- 919,965 -- -- --
American Century Ultra Investors Fund -- -- -- 8,537,206 -- --
American Century Equity Index Fund -- -- -- -- 2,991,835 --
Chase Manhattan Bank Trust for Employee
Benefit Plans II Cash Investment Fund -- -- -- -- -- --
Hayes Wheels International, Inc. common
stock -- -- -- -- -- --
Loans to participants -- -- -- -- -- --
---------- ---------- --------- ---------- ---------- ----------
1,931,367 2,865,105 919,965 8,537,206 2,991,835 --
Investment, at contract value:
Bankers Trust Capital Preservation Trust -- -- -- -- -- 6,084,089
---------- ---------- --------- ---------- ---------- ----------
Total investments 1,931,367 2,865,105 919,965 8,538,206 2,991,835 6,084,089
Contributions receivable:
Employer 15,438 19,842 7,095 58,238 18,365 43,852
Employee 14,458 20,415 7,372 56,318 17,204 24,605
Interfund receivable (payable) 6,445 9,348 3,560 21,670 7,502 16,901
Accrued income -- -- -- -- -- --
---------- ---------- --------- ---------- ---------- ----------
Assets available for plan
benefits $1,967,708 $2,914,710 $937,992 $8,673,432 $3,034,906 $6,169,447
========== ========== ======== ========== ========== ==========
<Cation>
Hayes
Wheels
Stock Loan
Fund Fund Total
---- ---- -----
<S> <C> <C> <C>
Assets:
Investments, at fair value:
American Century International Growth
Fund $ - $ -- $ 1,931,367
American Century Balanced Investors Fund - -- 2,865,105
American Century Long-Term Bond Fund - -- 919,965
American Century Ultra Investors Fund - -- 8,537,206
American Century Equity Index Fund - -- 2,991,835
Chase Manhattan Bank Trust for Employee
Benefit Plans II Cash Investment Fund 505 -- 505
Hayes Wheels International, Inc. common
stock 504,542 -- 504,542
Loans to participants - 2,175,375 2,175,375
------- ---------- -----------
505,047 2,175,375 19,925,900
Investment, at contract value:
Bankers Trust Capital Preservation Trust - -- 6,084,089
------- ---------- -----------
Total investments 505,047 2,175,375 26,009,989
Contributions receivable:
Employer 9,069 -- 171,899
Employee 9,377 -- 149,749
Interfund receivable (payable) 2,982 (68,408) --
Accrued income 59 -- 59
------- ---------- -----------
Assets available for plan $526,534 $2,106,967 $26,331,696
benefits ======== ========== ===========
</TABLE>
See accompanying notes to financial statements.
-2-
<PAGE> 7
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Statement of Assets Available for Plan Benefits with Fund Information
December 31, 1995
<TABLE>
<CAPTION>
International Balanced Long-Term Ultra Equity Capital
Equity Investors Bond Investors Index Preservation
Fund Fund Fund Fund Fund Trust
----- ---- ---- ----- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value:
American Century International Equity
Fund $1,433,295 $ -- $ -- $ -- $ -- $ --
American Century Balanced Investors Fund -- 2,186,606 -- -- -- --
American Century Long-Term Bond Fund -- -- 812,358 -- -- --
American Century Ultra Investors Fund -- -- -- 6,839,780 -- --
American Century Equity Index Fund -- -- -- -- 2,124,675 --
U.S. Trust Short-term Fixed Income Fund -- -- -- -- -- --
Hayes Wheels International, Inc. common
stock -- -- -- -- -- --
Loans to participants -- -- -- -- -- --
---------- ---------- -------- ---------- ---------- ----------
1,433,295 2,186,606 812,358 6,839,780 2,124,675 --
Investment, at contract value:
Bankers Trust Capital Preservation Trust -- -- -- -- -- 5,144,664
---------- ---------- -------- ---------- ---------- ----------
Total investments 1,433,295 2,186,606 812,358 6,839,780 2,124,675 5,144,664
Contributions receivable:
Employer 11,238 14,683 4,994 40,630 12,877 30,970
Employee 16,937 20,137 6,750 59,280 17,773 22,118
Interfund receivable (payable) 6,738 6,238 4,564 30,677 7,723 20,449
Accrued income -- -- -- -- -- --
Other -- -- -- -- -- --
---------- ---------- --------- ---------- ---------- ----------
Assets available for plan
benefits $1,468,208 $2,227,664 $ 828,666 $6,970,367 $2,163,048 $5,218,201
========== ========== ========= ========== ========== ==========
<CAPTION>
Hayes
Wheels
Stock Loan
Fund Fund Total
---- ----- -----
<S> <C> <C> <C>
Assets:
Investments, at fair value:
American Century International Equity
Fund $ -- $ -- $ 1,433,295
American Century Balanced Investors Fund -- -- 2,186,606
American Century Long-Term Bond Fund -- -- 812,358
American Century Ultra Investors Fund -- -- 6,839,780
American Century Equity Index Fund -- -- 2,124,675
U.S. Trust Short-term Fixed Income Fund 3,681 -- 3,681
Hayes Wheels International, Inc. common
stock 802,011 -- 802,011
Loans to participants -- 1,747,615 1,747,615
-------- ---------- -----------
805,692 1,747,615 15,950,021
Investment, at contract value:
Bankers Trust Capital Preservation Trust -- -- 5,144,664
-------- ---------- -----------
Total investments 805,692 1,747,615 21,094,685
Contributions receivable:
Employer 5,788 -- 121,180
Employee 9,338 -- 152,333
Interfund receivable (payable) 3,392 (79,781) --
Accrued income 36 -- 36
Other (3,577) -- (3,577)
-------- ---------- -----------
Assets available for plan
benefits $820,669 $1,667,834 $21,364,657
======== ========== ===========
</TABLE>
See accompanying notes to financial statements.
- 3 -
<PAGE> 8
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Statement of Changes in Assets Available for Plan Benefits with Fund Information
December 31, 1996
<TABLE>
<CAPTION>
International Balanced Long-Term Ultra Equity Capital
Growth Investors Bond Investors Index Preservation
Fund Fund Fund Fund Fund Trust
---- ----- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
Investments income:
Interest and dividends $ 197,527 $ 281,465 $ 61,682 $ 475,529 $ 15 $ 298,932
Net realized and unrealized appreciation
(depreciation) in fair value of
investments 33,480 29,002 (37,977) 527,653 527,998 --
---------- ---------- -------- ---------- ---------- -----------
Total investment income 231,007 310,467 23,705 1,003,182 528,013 298,932
---------- ---------- -------- ---------- ---------- -----------
Contributions:
Employer 172,401 230,900 85,036 640,885 207,622 495,282
Employee 202,901 279,109 98,838 757,406 239,164 306,792
Rollover 6,574 10,591 -- 60,817 14,262 --
---------- ---------- -------- ---------- ---------- -----------
Total contributions 381,876 520,600 183,874 1,459,108 461,048 802,074
---------- ---------- -------- ---------- ---------- -----------
Total additions 612,883 831,067 207,579 2,462,290 989,061 1,101,006
---------- ---------- -------- ---------- ---------- -----------
Deductions:
Benefits payments 74,000 59,425 32,799 376,617 110,486 416,448
Other 1,151 4,723 2,329 6,344 3,865 7,685
Loans to (repayments from) participants 97,997 163,922 85,378 428,896 205,635 314,194
Refund of excess contributions (note 5) -- -- -- -- -- 563,930
---------- ---------- -------- ---------- ---------- -----------
Total deductions 173,148 228,070 120,506 811,857 319,986 1,302,257
---------- ---------- -------- ---------- ---------- -----------
Net transfers (to) from other funds and plans 59,765 84,049 22,253 52,632 202,783 1,152,497
---------- ---------- -------- ---------- ---------- -----------
Net increase (decrease) in plan assets 499,500 687,046 109,326 1,703,065 871,858 951,246
Assets available for plan benefits:
Beginning of year 1,468,208 2,227,664 828,666 6,970,367 2,163,048 5,218,201
---------- ---------- -------- ---------- ---------- -----------
End of year $1,967,708 $2,914,710 $937,992 $8,673,432 $3,034,906 $ 6,169,447
========== ========== ======== ========== ========== ===========
<CAPTION>
Hayes
Wheels
Stock Loan
Fund Fund Total
---- ---- -----
<S> <C> <C> <C>
Investments income:
Interest and dividends $ 4,120 $ 157,253 $ 1,476,523
Net realized and unrealized appreciation
(depreciation) in fair value of
investments 300,267 -- 1,380,423
--------- ----------- -----------
Total investment income 304,387 157,253 2,856,946
--------- ----------- -----------
Contributions:
Employer 96,987 -- 1,929,113
Employee 115,861 -- 2,000,071
Rollover 15,883 -- 108,127
--------- ----------- -----------
Total contributions 228,731 -- 4,037,311
--------- ----------- -----------
Total additions 533,118 157,253 6,894,257
--------- ----------- -----------
Deductions:
Benefits payments 20,327 81,957 1,172,059
Other 497 486 27,080
Loans to (repayments from) participants 1,932 (1,297,954) --
Refund of excess contributions (note 5) -- -- 563,930
--------- ----------- -----------
Total deductions 22,756 (1,215,511) 1,763,069
--------- ----------- -----------
Net transfers (to) from other funds and plans (804,497) (933,631) (164,149)
--------- ----------- -----------
Net increase (decrease) in plan assets (294,135) 439,133 4,967,039
Assets available for plan benefits:
Beginning of year 820,669 1,667,834 21,364,657
--------- ----------- -----------
End of year $ 526,534 $ 2,106,967 $26,331,696
========= ========== ===========
</TABLE>
See accompanying notes to financial statements.
- 4 -
<PAGE> 9
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Statement of Changes in Assets Available for Plan Benefits with Fund Information
December 31, 1995
<TABLE>
<CAPTION>
International Balanced Long-Term Ultra Equity Capital
Equity Investors Bond Investors Index Preservation
Fund Fund Fund Fund Fund Trust
------------- ---------- --------- ----------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
Investments income:
Interest and dividends $ 1,309 $ 173,560 $ 44,271 $ 320,328 $ -- $ 269,185
Net realized and unrealized appreciation
in fair value of investments 135,445 169,149 78,303 1,303,830 526,798 --
--------- --------- -------- ---------- ---------- ----------
Total investment income 136,754 342,709 122,574 1,624,158 526,798 269,185
--------- --------- -------- ---------- ---------- ----------
Contributions:
Employer 165,331 210,226 86,228 542,641 190,273 573,190
Employee 257,093 305,011 104,203 837,861 255,863 344,241
Rollover 10,146 14,180 3,595 87,624 5,531 1,940
--------- --------- -------- ---------- ---------- ----------
Total contributions 432,570 529,417 194,026 1,468,126 451,667 919,371
--------- --------- -------- ---------- ---------- ----------
Total additions 569,324 872,126 316,600 3,092,284 978,465 1,188,556
--------- --------- -------- ---------- ---------- ----------
Deductions:
Benefits payments 35,181 51,706 8,339 175,252 43,788 465,765
Other (18) 881 2,592 (189) 2,259 13,692
Loans to (repayments from) participants 95,392 167,632 114,287 493,999 233,802 474,719
--------- --------- -------- ---------- ---------- ----------
Total deductions 130,555 220,219 125,218 669,062 279,849 954,176
Net transfers (to) from other funds (244,931) 76,859 44,292 579,834 66,280 40,553
--------- --------- -------- ---------- ---------- ----------
Net increase (decrease) in plan assets 193,838 728,766 235,674 3,003,056 764,896 274,933
Assets available for plan benefits:
Beginning of year 1,274,370 1,498,898 592,992 3,967,311 1,398,152 4,943,268
---------- ---------- -------- ---------- ---------- ----------
End of year $1,468,208 $2,227,664 $828,666 $6,970,367 $2,163,048 $5,218,201
========== ========== ======== ========== ========== ==========
<CAPTION>
Hayes
Wheels
Stock Loan Cash
Fund Fund Account Total
----- ---- ------- ----
<S> <C> <C> <C> <C>
Investments income:
Interest and dividends $ 2,650 $ 84,683 $ -- $ 895,986
Net realized and unrealized appreciation
in fair value of investments 182,299 -- -- 2,395,824
-------- ----------- ------ -----------
Total investment income 184,949 84,683 -- 3,291,810
-------- ----------- ------ -----------
Contributions:
Employer 87,718 -- -- 1,855,607
Employee 130,996 -- -- 2,235,268
Rollover 9,889 -- -- 132,905
-------- ----------- ------ -----------
Total contributions 228,603 -- -- 4,223,780
-------- ----------- ------ -----------
Total additions 413,552 84,683 -- 7,515,590
-------- ----------- ------ -----------
Deductions:
Benefits payments 30,107 30,781 -- 840,919
Other (149) 440 2,973 22,481
Loans to (repayments from) participants 13,000 (1,592,831) -- --
-------- ----------- ------ -----------
Total deductions 42,958 (1,561,610) 2,973 863,400
Net transfers (to) from other funds (81,418) (481,469) -- --
-------- ----------- ------ -----------
Net increase (decrease) in plan assets 289,176 1,164,824 (2,973) 6,652,190
Assets available for plan benefits:
Beginning of year 531,493 503,010 2,973 14,712,467
-------- ----------- ------ -----------
End of year $820,669 $ 1,667,834 $ -- $21,364,657
======== =========== ====== ===========
</TABLE>
See accompanying notes to financial statements.
- 5 -
<PAGE> 10
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Notes to Financial Statements
Years ended December 31, 1996 and 1995
(1) Description of the Plan
The Hayes Wheels International, Inc. Employee Savings Plan (the Plan) is a
contributory, defined-contribution benefit plan designed to provide
eligible employees of a participating plant, division, or subsidiary of
Hayes Wheels International, Inc. (the Company), with a vehicle to
systematically save funds. The Plan was established on July 1, 1985, and
restated on January 1, 1993. The Plan was amended on October 1, 1994 and
May 1, 1996. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA).
At December 31, 1996 and 1995, four Company locations were participating in
the Plan: the Sedalia plant, the Huntington plant, the LaMirada plant, and
the Gainesville plant.
Terms for each location are negotiated separately and may differ. The
following is a description of the Plan's requirements for each
participating location. Participants should refer to the plan agreement
for more complete information.
SEDALIA
Eligibility
Salaried Sedalia employees who are not covered under a Company-sponsored
pension plan other than the Pension Plan for Employees of the Sedalia Plant
of Hayes Wheels International, Inc., are eligible to participate in the
Plan. An employee is eligible on the first day of the month following 30
days of full-time employment.
Participant Contributions
A participant may elect to make a basic deferred contribution of between 2
percent and 15 percent of the participant's compensation. The participant
may also elect the percentage of his contribution to be allocated to each
investment fund.
Employer Contributions
Employer contributions consist of basic contributions and matching
contributions. Participants are eligible to receive basic contributions
the first day of the month following 12 full months of employment.
Effective May 1, 1996, the basic contribution is 5 percent of social
security taxable wage base and 8 percent of wages above that base. Prior
to May 1, 1996, the basic contribution was $0.50 ($0.30 prior to March 1,
1995) for each hour a participant worked. The matching contribution is 50
percent of the first 4 percent of the participant's compensation
contributed.
- 6 -
<PAGE> 11
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Notes to Financial Statements, Continued
(1) Description of the Plan, Continued
HUNTINGTON
Eligibility
Effective May 1, 1996, the hourly employees of the Huntington plant were
eligible to participate in the Plan. Prior to May 1, 1996, Huntington
employees who were not covered under a Company-sponsored pension plan were
eligible to participate in the Plan. An employee is eligible on the first
day of the month following 30 days of full-time employment.
Participant Contributions
A participant may elect to make a basic deferred contribution of between 2
percent and 15 percent of the participant's compensation. The participant
may also elect the percentage of his contribution to be allocated to each
investment fund.
Employer Contributions
Employer contributions consist of two basic contributions and a matching
contribution. Participants are eligible to receive basic contributions the
first day of the month following 12 full months of employment. The basic
contribution is 2.5 percent of the participant's base compensation.
Effective May 1, 1996, an additional basic contribution is $0.15 for each
hour worked for employees with less than 10 years of service and $0.20 for
each hour worked for employees with 10 or more years of service. The
matching contribution is 50 percent of the first 2 percent of the
participant's compensation contributed and 25 percent of the next 2 percent
of the participant's compensation contributed.
LAMIRADA
Eligibility
LaMirada employees who are not covered under a Company-sponsored pension
plan are eligible to participate in the Plan. Additionally, LaMirada
employees who were participants in the Hourly Employees' Retirement Savings
Plan of Western Wheel Corporation, a subsidiary of Hayes Wheels
International, Inc., on or after October 1, 1986, were eligible to
participate in the Plan. An employee is eligible on the first day of the
month following 30 days of full-time employment.
- 7 -
<PAGE> 12
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Notes to Financial Statements, Continued
(1) Description of the Plan, Continued
Participant Contributions
Participants may elect to make a basic deferred contribution of between 2
percent and 15 percent of the participant's compensation. The participant
may also elect the percentage of his contribution to be allocated to each
investment fund.
Employer Contributions
Employer contributions consist of basic contributions and matching
contributions. Participants are eligible to receive basic contributions on
the first day of the month following 12 full months of employment. The
basic contribution is $0.25 for each hour a participant works. The
matching contribution is 50 percent of the first 2 percent of the
participant's compensation contributed and 25 percent of the next 2 percent
of the participant's compensation contributed.
GAINESVILLE
Effective October 1, 1996, non-bargaining employees of the Gainesville
plant were eligible to participate in the Plan. Prior to October 1, 1996,
Gainesville employees who were not covered under a Company-sponsored
pension plan were eligible to participate in the Plan. An employee is
eligible on the first day of the month following 30 days of full-time
employment.
Participant Contributions
A participant may elect to make a basic deferred contribution of between 2
percent and 15 percent of the participant's compensation. The participant
may also elect the percentage of his contribution to be allocated to each
investment fund.
Employer Contributions
Employer contributions consist of basic contributions and matching
contributions. Participants are eligible to receive basic contributions
the first day of the month following 12 full months of employment. The
basic contribution is 2.5 percent of the participant's base compensation.
The matching contribution is 50 percent of the first 2 percent of the
participant's compensation contributed and 25 percent of the next 2 percent
of the participant's compensation contributed.
- 8 -
<PAGE> 13
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Notes to Financial Statements, Continued
(1) Description of the Plan, Continued
ALL PLANS
Vesting
Participants are fully vested in their basic contributions upon enrollment.
Vesting of the employer basic and matching contribution is based on years
of eligible service as follows:
<TABLE>
<CAPTION>
Years of Percentage
Eligible Service Vested
----------------- ----------
<S> <C>
Less than 1 0%
1 but less than 2 25%
2 but less than 3 50%
3 but less than 4 75%
4 years or more 100%
</TABLE>
In the event of total and permanent disability, employer contributions are
100 percent vested. New Sedalia participants on or after May 1, 1996 will
become fully vested upon being credited with 5 years of service, or if
earlier, upon attaining normal retirement.
Forfeitures
Nonvested employer contributions of terminated employees become forfeitures
after a one- year break in service--unless the nonvested balance is greater
than $3,500, in which case they would become a forfeiture after a five-year
break in service--and are used to reduce future employer contributions.
Participant Accounts
Each participant's account is credited with the participant's contribution,
the employer's contribution, and an allocation of plan earnings.
Allocations are computed at the end of each calendar quarter based on the
participant's account balance.
- 9 -
<PAGE> 14
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Notes to Financial Statements, Continued
(1) Description of the Plan, Continued
ALL PLANS, CONTINUED
Plan Benefits
Upon retirement, disability, or death, the entire balance of the
participant's account becomes payable to the participant or the
participant's beneficiary. Upon any other termination of employment, the
participant receives the vested portion of their account. Withdrawals are
also permitted for financial hardship or upon attainment of age 59 1/2
under certain provisions of the Plan. All benefits are payable in lump
sum.
Participants may borrow up to the lesser of $50,000 or 50 percent of the
vested portion of their account at a market rate. When a loan is made, the
participants' investment fund(s) assets are decreased on a pro rata basis
and the loan receivable is reflected in the Loan Fund. Loan repayments are
redeposited into the participants' accounts based on current election
directives.
Administrative Expenses
The Company pays all administrative expenses associated with the Plan.
(2) Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements are presented on the accrual basis of
accounting such that all income, benefits, and expenses are recognized in
the period to which they relate.
- 10 -
<PAGE> 15
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Notes to Financial Statements, Continued
(2) Summary of Significant Accounting Policies, Continued
Valuation of Investments
Investments in all common collective trust funds, except the Capital
Preservation Trust, are stated at their aggregate fair value as reported by
American Century Securities, Inc. (American Century, formerly known as
Twentieth Century), the trustee, based upon current quoted market prices of
the underlying investments within the funds. Unrealized and realized gains
or losses are reflected currently in the statement of changes in assets
available for plan benefits. Purchases and sales of securities are
recorded on a trade-date basis.
The Plan's Capital Preservation fund is valued at the aggregate of the
contract values of the GICs held by the fund, as the fund investments are
fully benefit responsive. Contract value represents contributions made
under the contract, plus interest at the contract rate, less funds used to
pay benefits under the Plan.
() Investment Funds
Participants' Accounts
Participants may direct their accounts to be invested in various investment
funds. American Century, maintains the following funds under the Plan:
Fund Description
International Growth Fund Seeks capital growth over time by
investing in common stocks of a broad
range of foreign companies. (Named
International Equity Fund in prior year.)
Balanced Investors Fund Seeks capital growth and current income
by investing approximately 60 percent of
its assets in growth stocks and the
remainder in fixed-income securities.
Long-Term Bond Fund Seeks to provide a high level of income by
investing in a diversified portfolio of
longer-term corporate, government, and
mortgage-backed bonds.
- 11 -
<PAGE> 16
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Notes to Financial Statements, Continued
(3) Investment Funds, Continued
Participants' Accounts, Continued
Fund Description
Ultra Investors Fund Seeks capital growth over time by
investing in common stocks considered by
management to have better-than-average
prospects for appreciation, typically
small to medium-size companies.
Equity Index Fund Seeks long-term capital appreciation.
The fund invests primarily in Wells
Fargo's Equity Index Fund E, a highly
diversified portfolio consisting of
stock included in the Standard & Poor's
500 Composite Stock Price Index.
Capital Preservation Trust A stable value income fund in which the
principal is protected from market
volatility. Invests exclusively in the BT
Pyramid GIC Fund, a diversified pool of
high-quality fixed income securities, and
attempts to provide investors with yields
that are higher then money market funds
and CDs.
(4) Tax Status
----------
The Internal Revenue Service, in a letter dated July 9, 1996, determined
that the Plan meets the requirements of section 401(a) of the Internal
Revenue Code and is exempt from federal income tax under section 501(a) of
the Code.
(5) Repayment of Excess Contributions
The Plan repaid excess employee contributions and earnings thereon made to
the Plan in 1995 which exceeded IRS tax deferral limitations. The
repayments were made from the Capital Preservation Fund after the transfer
of those excess contributions was made from all funds to the Capital
Preservation Fund.
- 12 -
<PAGE> 17
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Notes to Financial Statements, Continued
<TABLE>
<CAPTION>
(6) Termination of the Plan
-----------------------
<S> <C>
The Company has reserved the right to terminate or amend the Plan at any
time. In the event of complete or partial termination of the Plan,
participants become 100 percent vested in their accounts and the balance
in the participant's account will be distributed at the discretion of the
committee which administers the Plan.
(7) Related Party Transactions
--------------------------
American Century serves as the Plan's recordkeeper and trustee. The Plan
has invested $17,245,478 of assets in American Century sponsored funds at
December 31, 1996.
</TABLE>
- 13 -
<PAGE> 18
Schedule 1
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1996
<TABLE>
<CAPTION>
Description of
Investment,
Including Maturity
Date, Rate of
Identity of Issue, Interest Collateral,
Borrower, Lessor, Par or Current
or Similar Party Maturity Value Cost Value
------------------ -------------------- ---- -------
<S> <C> <C> <C>
American Century Securities, Inc. *:
International Growth Fund 242,634 units $ 1,857,709 $ 1,931,367
Balanced Investors Fund 165,997 units 2,748,030 2,865,105
Long-Term Bond Fund 96,737 units 889,467 919,965
Ultra Investors Fund 303,923 units 7,244,063 8,537,206
Equity Index Fund 174,146 units 2,081,882 2,991,835
Bankers Trust Capital Preservation Trust 6,084,089 units 6,084,089 6,084,089
Chase Manhattan Bank Trust for Employee
Benefit Plans II Cash Investment Fund 505 units 505 505
Hayes Wheels International, Inc. common
stock* 13,105 shares 415,387 504,542
Loans to participants -- 2,175,375 2,175,375
----------- -----------
$23,496,507 $26,009,989
</TABLE>
*Party-in-interest
<PAGE> 19
HAYES WHEELS INTERNATIONAL, INC.
EMPLOYEE SAVINGS PLAN
Item 27d - Schedule of Reportable Transactions
For the year ended December 31, 1996
<TABLE>
<CAPTION>
Identity of Current Value
Party Description of Purchase Selling of Asset on Net Gain
Involved Asset Price Price Cost Transaction Date (Loss)
-------- ----- ----- ----- ---- ---------------- -------
<S> <C> <C> <C> <C> <C> <C>
SEI Trust Company Benham Preservation $3,201,569 $2,590,778 $2,590,727 $3,792,347 $ 51
Trust
American Century
Securities, Inc.* Ultra Fund 2,822,643 2,138,086 1,862,166 4,960,729 275,919
Hayes Wheels
International, Inc. Common stock 564,671 2,162,766 884,330 2,727,437 1,278,436
</TABLE>
*Party-in-interest
<PAGE> 20
EXHIBIT 28
Consent of KPMG Peat Marwick LLP
The Board of Directors
Hayes Wheels International, Inc.:
We consent to the incorporation by reference into (1) an exhibit of the annual
report on Form 10-K of Hayes Wheels International, Inc., for the year ended
January 31, 1997, and (2) the Post-Effective Amendment No. 1 to the Form S-8
Registration Statement (Number 33-308079) pertaining to the Hayes Wheels
International, Inc. Employee Savings Plan and in the related prospectus of our
report dated May 30, 1997, with respect to the financial statements of Hayes
Wheels International, Inc. Employee Savings Plan included in this Annual Report
(Form 11-K) for the year ended December 31, 1996.
KPMG Peat Marwick LLP
Detroit, Michigan
June 27, 1997
