SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark one)
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year (52 weeks) ended December 30, 1995
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-5084
TASTY BAKING COMPANY THRIFT PLAN
2801 Hunting Park Avenue
Philadelphia, Pennsylvania 19129
(Full title of the plan and the address of the plan, if different
from that of the issuer named below)
TASTY BAKING COMPANY
2801 Hunting Park Avenue
Philadelphia, Pennsylvania 19129
(Name of issuer of the securities held pursuant to the Plan and the address
of the principal executive offices of Tasty Baking Company)
<PAGE>
TASTY BAKING COMPANY
THRIFT PLAN
REPORT ON AUDITS OF STATEMENTS OF
NET ASSETS AVAILABLE FOR PLAN BENEFITS
as of December 30, 1995 and December 31, 1994 and related
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
for the fiscal years ended December 30, 1995, December 31, 1994
and January 1, 1994 and Supplemental Schedule as of
December 30, 1995 and for the fiscal year then ended.
<PAGE>
TASTY BAKING COMPANY THRIFT PLAN
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
Pages
Report of Independent Accountants 2
Financial Statements:
Statements of Net Assets Available for Plan Benefits
as of December 30, 1995 and December 31, 1994 3-4
Statements of Changes in Net Assets Available for
Plan Benefits for the fiscal years ended
December 30, 1995, December 31, 1994 and January 1, 1994 5-7
Notes to Financial Statements 8-14
Supplemental Schedules:
Assets Held for Investment Purposes at December 30, 1995 27(a)*
Schedule of Reportable Transactions -
Transactions or Series of Transactions Involving
Amounts in Excess of 5% of the Current Value of Plan
Assets for the fiscal year ended December 30, 1995 27(d)*
* Refers to item numbers in Form 5500 (Annual Return/
Report of Employee Benefit Plan) for plan year ended
December 30, 1995, which material is incorporated
herein by reference.
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Thrift Plan Committee of the
Tasty Baking Company Board of Directors:
We have audited the accompanying statements of net assets available for
benefits of Tasty Baking Company Thrift Plan as of December 30, 1995 and
December 31, 1994 and the related statements of changes in net assets available
for benefits for the fiscal years ended December 30, 1995, December 31, 1994 and
January 1, 1994. These financial statements are the responsibility of the Thrift
Plan Committee of the Tasty Baking Company Board of Directors (the Committee).
Our responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for plan benefits as of
December 30, 1995 and December 31, 1994, and the changes in net assets available
for plan benefits for each of the three fiscal years in the period ended
December 30, 1995 in conformity with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental schedules, as
listed in the accompanying index on page 1, are presented for purposes 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 statement of
net assets available for plan benefits and the statement of changes in net
assets available for plan benefits is presented for purposes of additional
analysis rather than to present the net assets available for plan benefits and
changes in net assets available for plan benefits of each fund. The supplemental
schedules and fund information have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our opinion, are
fairly stated, in all material respects, in relation to the basic financial
statements taken as a whole.
COOPERS & LYBRAND L.L.P.
2400 Eleven Penn Center
Philadelphia, Pennsylvania
April 7, 1996
- 2 -
<PAGE>
TASTY BAKING COMPANY THRIFT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 30, 1995
<TABLE>
<CAPTION>
Total
-----------------------------------------
Shares Cost Market
<S> <C> <C> <C>
Employer Contributions
Investments at current value:
Tasty Baking Company, Common Stock 381,498 $3,680,013 $4,625,665
PrimeSource Corporation, Common Stock 185,461 1,511,507 1,020,036
----------- -----------
Total 5,191,520 5,645,701
----------- -----------
Employee Contributions
Tasty Baking Company, Common Stock 28,837 278,169 349,647
PrimeSource Corporation, Common Stock 14,917 121,694 82,043
Guaranteed Investment Contract 1,464,630 1,464,630
Capital Preservation Fund, LaSalle 6,791,692 6,791,692
National Trust, N.A., Collective
Investment Trust
Dreyfus Mutual Funds:
100% U.S. Treasury Intermediate Fund 13,755.03 175,927 180,604
Disciplined Stock Fund 78,226.39 1,429,373 1,781,997
Growth & Income Fund 15,700.56 274,693 291,246
New Leaders Fund 7,372.87 266,764 275,672
S&P 500 Index Fund 10,866.35 191,085 206,461
Loans to Participants 975,091 975,091
----------- -----------
Total $11,969,118 $12,399,083
----------- -----------
Net assets available for plan benefits $17,160,638 $18,044,784
=========== ===========
</TABLE>
See accompanying notes to financial statements.
- 3 -
<PAGE>
TASTY BAKING COMPANY THRIFT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1994
<TABLE>
<CAPTION>
Total
--------------------------------------
Shares Cost Market
<S> <C> <C> <C>
Employer Contributions
Investments at current value:
Tasty Baking Company, Common Stock 395,702 $3,526,158 $5,193,589
Money Market 36,399 36,399
----------- -----------
Subtotal 3,562,557 5,229,988
PrimeSource Corporation, Common Stock 221,143 1,742,315 2,100,858
----------- -----------
Total 5,304,872 7,330,846
----------- -----------
Employee Contributions
Tasty Baking Company, Common Stock 31,216 273,200 409,710
Money Market 5,384 5,384
----------- -----------
Subtotal 278,584 415,094
PrimeSource Corporation, Common Stock 16,371 119,963 155,525
Various Guaranteed Investment Contracts 4,746,766 4,746,766
Money Market 4,544,219 4,544,219
----------- -----------
Subtotal 9,290,985 9,290,985
Equitable Life Assurance Society of the
United States - Common Stock Account 730,998 1,262,024
Money Market 10,113 10,113
----------- -----------
Subtotal 741,111 1,272,137
----------- -----------
Total $10,430,643 $11,133,741
----------- -----------
Net assets available for plan benefits $15,735,515 $18,464,587
=========== ===========
</TABLE>
See accompanying notes to financial statements.
- 4 -
<PAGE>
<TABLE>
<CAPTION>
TASTY BAKING COMPANY THRIFT PLAN
TATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
OR THE FISCAL YEAR ENDED DECEMBER 30, 1995
Employer Contributions Employee Contributions
----------------------- ------------------------------------------------------
Equitable
TBC PrimeSource TBC PrimeSource Guaranteed Common
Total Common Common Common Common Investment Stock
Stock Stock Stock Stock Contracts Account
<S> <C> <C> <C> <C> <C> <C> <C>
Additions :
Investment income :
Cash dividends ............ $409,867 $204,661 $73,346 $16,473 $5,698
Interest .................. 555,809 $118,925
Other ..................... 8,230 5,698 (5,698)
Intrafund transfers ........ 0 73,346 (73,346) (16,884) (4,805)
Net appreciation
(depreciation) of
investments ............... (812,978) (406,517) (754,951) (30,368) (57,922)
Contributions :
Employer .................. 370,124 370,124
Participating employees.... 1,553,897
----------- ---------- ---------- -------- ------- ---------- ----------
Subtotal ................. 2,084,949 241,614 (754,951) (25,081) (62,727) 118,925
Deductions :
Distributions to
participants ............. 2,627,323 845,937 325,871 40,366 10,755 705,192 $107,962
Net loans to
participants ............. (122,571)
----------- ---------- ---------- -------- ------- ---------- ----------
Total deductions.......... 2,504,752 845,937 325,871 40,366 10,755 705,192 107,962
----------- ---------- ---------- -------- ------- ---------- ----------
Net increase (decrease) in
net assets available
for plan benefits ......... (419,803) (604,323) (1,080,822) (65,447) (73,482) (586,267) (107,962)
Net assets available for plan
benefits :
January 1, 1995 ........... 18,464,587 5,229,988 2,100,858 415,094 155,525 9,290,985 1,272,137
Transfers ................ 0 0 0 0 0 (7,240,088) (1,164,175)
----------- ---------- ---------- -------- ------- ---------- ----------
December 30, 1995 ......... $18,044,784 $4,625,665 $1,020,036 $349,647 $82,043 $1,464,630 $0
----------- ---------- ---------- -------- ------- ---------- ----------
Employee Contributions
---------------------------------------------------------------------------------
Dreyfus Funds
---------------------------------------------------------------------------------
Mutual Funds
--------------------------------------------------------------------
Growth
Capital Disciplined & New Peoples
Preservation 100% US Stock Income Leaders Index Loan
Fund Treasury Fund Fund Fund Fund Balance
<S> <C> <C> <C> <C> <C> <C>
Additions :
Investment income :
Cash dividends ............. $5,619 $65,756 $11,569 $21,138 $5,607
Interest ................... $401,873 $35,011
Other ...................... 4,115 4,115
Intrafund transfers ......... (387,840) 26,645 104,915 84,674 95,113 98,182
Net appreciation
(depreciation)of
investments................ 4,945 384,317 18,108 12,550 16,860
Contributions :
Employer
Participating employees..... 762,306 147,002 216,234 179,968 157,843 90,544
---------- -------- ---------- -------- -------- -------- --------
Subtotal .................. 776,339 184,211 775,337 294,319 290,759 211,193 35,011
Deductions :
Distributions to
participants ............... 546,813 778 19,062 953 1,059 747 21,828
Net loans to
participants ............... 677,922 2,829 138,453 2,120 14,028 3,985 (961,908)
---------- -------- ---------- -------- -------- -------- --------
Total deductions........... 1,224,735 3,607 157,515 3,073 15,087 4,732 (940,080)
---------- -------- ---------- -------- -------- -------- --------
Net increase (decrease) in net
assets available for
plan benefits ............... (448,396) 180,604 617,822 291,246 275,672 206,461 975,091
Net assets available for plan
benefits :
January 1, 1995
Transfers.................. 7,240,088 1,164,175
---------- -------- ---------- -------- -------- -------- --------
December 30, 1995 .......... $6,791,692 $180,604 $1,781,997 $291,246 $275,672 $206,461 $975,091
---------- -------- ---------- -------- -------- -------- --------
See accompanying notes to financial statements.
</TABLE>
-5-
<PAGE>
<TABLE>
TASTY BAKING COMPANY THRIFT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994
Employer Contributions Employee Contributions
------------------------ --------------------------------------------------
Equitable
Life
Assurance
Tasty Tasty Society
Baking PrimeSource Baking PrimeSource Various of the
Company Corporation Company Corporation Guaranteed United States
Common Common Common Common Investment Common Stock
Total Stock Stock Stock Stock Contracts Account
<S> <C> <C> <C> <C> <C> <C> <C>
Additions:
Investment income:
Cash dividends................. $328,449 $201,398 $103,817 $15,472 $7,762
Interest....................... 584,799 2,180 437 $581,912 $270
Other.......................... 12,604 12,604
Other transfers................. 103,431 (103,431) 7,478 (7,478) (7,203) 7,203
Net appreciation (depreciation)
of investments ................ (99,742) 254,462 (316,107) 19,104 (23,493) (33,708)
Contributions:
Employer....................... 367,246 367,246
Participating employees........ 1,230,230 45,499 1,007,996 176,735
----------- ---------- ---------- -------- -------- ---------- ----------
Sub-total..................... 2,423,586 928,717 (315,721) 87,990 (23,209) 1,582,705 163,104
Deductions:
Transfer to P&J (PrimeSource
Corporation) 401(k) plan (1)... 3,182,477 726,214 399,736 55,660 28,512 1,490,652 481,703
Distribution to participants(2). 3,564,426 1,526,147 833,991 59,565 27,758 913,303 203,662
----------- ---------- ---------- -------- -------- ---------- ----------
Total deductions.............. 6,746,903 2,252,361 1,233,727 115,225 56,270 2,403,955 685,365
----------- ---------- ---------- -------- -------- ---------- ----------
Net decrease in net assets
available for plan benefits .... (4,323,317) (1,323,644) (1,549,448) (27,235) (79,479) (821,250) (522,261)
----------- ---------- ---------- -------- -------- ---------- ----------
Net assets available for plan
benefits:
January 2, 1994 ................ 22,787,904 6,553,632 3,650,306 442,329 235,004 10,112,235 1,794,398
----------- ---------- ---------- -------- -------- ---------- ----------
December 31, 1994 .............. $18,464,587 $5,229,988 $2,100,858 $415,094 $155,525 $9,290,985 $1,272,137
=========== ========== ========== ======== ======== ========== ==========
<FN>
(1) See Note 7 of Notes to Financial Statements.
(2) Includes distributions of Tasty Baking Company stock and P&J (PrimeSource
Corporation) stock amounting to $1,517,451 in connection with the merger of
the Tasty Baking Company Employee Stock Ownership Plan and the Thrift Plan
(see Note 5).
</FN>
</TABLE>
See accompanying notes to financial statements.
-6-
<PAGE>
TASTY BAKING COMPANY THRIFT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE FISCAL YEAR ENDED JANUARY 1, 1994
<TABLE>
<CAPTION>
Employer Contributions Employee Contributions
------------------------- --------------------------------------------------
Equitable Life
Assurance
Society
of the
Tasty Tasty Various United
Baking PrimeSource Baking PrimeSource Guaranteed States
Company Corporation Company Corporation Investment Common
Common Common Common Common Contracts Stock
Total Stock Stock Stock Stock Account
Additions:
<S> <C> <C> <C> <C> <C> <C> <C>
Investment income:
Cash dividends $265,245 $194,377 $45,225 $20,824 $4,819
Interest 616,428 1,797 302 $614,281 $48
Other 17,578 17,578
P&J (PrimeSource Corporation Spin-off
Distribution market valuation
adjustment at first closing date
after date of distribution (1) 181,552 (2,461,769) 2,625,883 (261,698) 279,136
Merged assets from Employee Stock
Ownership Plan (at market),
effective January 1, 1994 (2) 3,933,724 2,483,088 1,450,636
Other transfers 45,176 (45,176) 4,805 (4,805) (80,618) 80,618
Net appreciation (depreciation)
of investments 655,562 746,872 (403,477) 83,336 (42,917) 271,748
Contributions:
Employer 431,757 431,757
Participating employees 1,497,792 54,937 1,207,273 235,582
----------- ---------- ---------- -------- -------- ----------- ----------
Subtotal 7,599,638 1,441,298 3,673,091 (97,494) 236,233 1,740,936 605,574
Deductions:
Distribution to participants 927,441 335,985 22,785 38,987 1,229 465,592 62,863
----------- ---------- ---------- -------- -------- ----------- ----------
Net increase (decrease) in
net assets available for 6,672,197 1,105,313 3,650,306 (136,481) 235,004 1,275,344 542,711
----------- ---------- ---------- -------- -------- ----------- ----------
Net assets available for
plan benefits:
December 26, 1992 16,115,707 5,448,319 578,810 8,836,891 1,251,687
----------- ---------- ---------- -------- -------- ----------- ----------
January 1, 1994 $22,787,904 $6,553,632 $3,650,306 $442,329 $235,004 $10,112,235 $1,794,398
----------- ---------- ---------- -------- -------- ----------- ----------
<FN>
(1) Each shareholder of record of Tasty Baking Company (TBC) common stock as of
the close of business on July 21, 1993 was entitled to receive two (2)
shares of P&J (PrimeSource Corporation common stock for each three (3)
shares of TBC common stock then held. The original cost basis of the TBC
common stock was apportioned between the TBC common stock and the P&J
(PrimeSource Corporation) common stock in proportion to their respective
fair market values after the distribution date (August 5, 1993).
(2) Effective January 1, 1994, the Tasty Baking Company Employee Stock
Ownership Plan was merged into the Tasty Baking Company Thrift Plan.
</FN>
</TABLE>
-7-
<PAGE>
TASTY BAKING COMPANY THRIFT PLAN
NOTES TO FINANCIAL STATEMENTS
1. General Description of Plan:
The Tasty Baking Company Thrift Plan (the Plan) is a defined contribution
plan under which all employees of Tasty Baking Company who meet certain
service requirements are eligible to participate.
For allocations, benefits and vesting provisions as well as any other
questions, Plan participants should refer to the Plan document.
While Tasty Baking Company has not expressed any intent to discontinue the
Plan, it is free to do so at any time, subject to penalties set forth in
the Employee Retirement Income Security Act of 1974 (ERISA). In the event
such discontinuance resulted in the termination of the Plan, the net assets
of the Plan would be distributed to Plan participants and beneficiaries in
proportion to their respective account balances.
Effective January 1, 1995, the Company amended the Plan by adopting an IRC
Section 401(k) prototype plan sponsored by the Dreyfus Corporation. Under
the Plan, as amended, the Company's contributions continued to be invested
in Tasty Baking Company common stock while participants may choose from a
selection of mutual fund options offered by the Dreyfus Corporation for
their contributions.
Effective January 1, 1995, the Plan allows participants to obtain loans at
a minimum amount of $500. In addition to other loan requirements, the
unpaid balance from all loans outstanding to a participant from the Plan
shall not exceed 50% of the vested balance of the participant's account or
$50,000, whichever is less. Loans bear interest at amounts determined by
the administrator. The rate at December 30, 1995 is 9.75%. Loans are
repayable in equal installments through payroll deductions and are
collateralized by 50% of participant's vested account balance.
On August 1, 1993, Tasty Baking Company (TBC) distributed in the form of a
tax-free dividend to its shareholders all of the issued and outstanding
common stock of its wholly-owned subsidiary, Phillips & Jacobs,
Incorporated (P&J). Each shareholder of record of TBC common stock was
entitled to receive two (2) shares of P&J common stock for each three (3)
shares of TBC common stock then held. As of a result of the distribution,
each company operates as an independently publicly traded company.
Subsequently, on September 1, 1994, P&J shareholders approved the merger of
P&J and Momentum Corporation. As a result of this transaction, in which
Momentum merged into P&J, the name was changed to PrimeSource Corporation.
During Plan year ended January 1, 1994, eligible employees of P&J
participated in the Plan. Effective January 1, 1994, all P&J participants
were terminated from the Plan as a result of the spin-off of P&J in 1993. A
transfer of their Plan assets was made in 1994 to the P&J 401(k) Savings
Plan (See Note 7).
Accounting Period:
The Plan operates under a 52-53 week fiscal year.
- 8 -
<PAGE>
2. Summary of Significant Accounting Policies:
Investment Valuation:
Investments are stated at current value. The value of common stock of Tasty
Baking Company and PrimeSource Corporation is determined based upon the bid
price of the stock on the AMEX and NASDAQ exchanges, respectively, on the
last day of trading of the Plan year.
The investment in Mutual Funds are represented by unit shares which are
valued at respective fund's net asset value as publicly reported by the
fund's respective investment department. The Guaranteed Investment Contract
is reported at contract value which is equivalent to its fair value. The
Capital Preservation Fund, a money market fund, is reported at fair value
which is equivalent to cost.
Contributions:
Under the Plan, employee contributions consist of basic contributions of up
to $450 annually and supplemental contributions of up to 12% of an
employee's annual base salary. The Company's contribution (employer
portion) is equal to an amount not to exceed the lesser of $450 or 100% of
the basic contributions made by each employee. Employee contributions are
accrued based on payroll deductions authorized by the employees.
Payment of Benefits:
Benefits are recorded when paid.
Other:
Purchases and sales of investments in Tasty Baking Company common stock,
PrimeSource Corporation common stock, the Dreyfus Mutual Funds and the
Guaranteed Investment Contracts are reflected on a trade-date basis. Gains
and losses realized are based principally on specific identification. Plan
investments are sold to satisfy participant withdrawal requests and,
therefore, resultant gains or losses are recorded as withdrawals are made.
Dividend income is recorded on the ex-dividend date. Income from other
investments is recorded as earned on an accrual basis.
The Plan presents in the Statement of Changes in Net Assets Available for
Plan Benefits the net appreciation (depreciation) in the current value of
its investments which consists of the realized gains or losses and the
unrealized appreciation (depreciation) on those investments.
Use of Estimates:
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make significant
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenue and
expenses during the reporting period. Actual results could differ from
those estimates.
- 9 -
<PAGE>
2. Summary of Significant Accounting Policies: (Continued)
Risks and Uncertainties:
The Plan provides for various investment options in any combination of
stocks, bonds, fixed income securities, mutual funds and other investment
securities. Investment securities are exposed to various risks, such as
interest rate, market and credit. Due to the level of risk associated with
certain investment securities and the level of uncertainty related to
changes in the value of investment securities, it is at least reasonably
possible that changes in risks in the near term would materially affect
participants' account balances and the amounts reported in the statement of
net assets available for plan benefits and the statement of changes in net
assets available for plan benefits.
3. Investment Program:
Effective January 1, 1995, the Company amended the Plan by adopting an IRC
Section 401(k) prototype plan sponsored by the Dreyfus Corporation. Under
the Plan, as amended, the Company's contributions continued to be invested
in Tasty Baking Company common stock and participants may choose from a
selection of investment options for their contributions. The investment
alternatives include: Capital Preservation Fund, Dreyfus 100% U.S. Treasury
Intermediate Term Fund, Dreyfus Disciplined Stock Fund, Dreyfus Growth and
Income Fund, Inc., Dreyfus New Leaders Fund, Inc. and Dreyfus S&P 500 Index
Fund. Participants may change the investment mix of their ongoing and/or
existing invested account balances as often as three (3) times each
calendar quarter. They may sell any shares of Tasty Baking Company or
PrimeSource Corporation stock in their employee account and invest the
proceeds in any other investment funds offered. In addition, participants
may sell shares of PrimeSource Corporation stock invested in their employer
account and then purchase Tasty Baking Company shares with the proceeds.
Prior to January 1, 1995, participants elected to have a portion of their
contributions used to purchase various combinations of Tasty Baking Company
common stock (maximum election 50% of basic contributions), interest in the
various Guaranteed Investment Contracts (maximum election 100%), and
interest in the Equitable Common Stock Account (maximum election 50%). In
addition, the Plan has purchased Tasty Baking Company common stock in
private, unsolicited transactions at prevailing market prices.
The Plan had 981, 957 and 1,134 employee participants at December 30, 1995,
December 31, 1994 and January 1, 1994, respectively. The number of employee
participants under each investment program at December 30, 1995, December
31, 1994 and January 1, 1994 was as follows:
- 10 -
<PAGE>
3. Investment Program: (Continued)
No. of Employees*
1995 1994 1993
----------------------------------------
Equitable Life Assurance Society
of the United States Common
Stock Account -- 258 325
Tasty Baking Company Common Stock -- 246 303
PrimeSource Corporation
Common Stock -- 246 303
Guaranteed Investment Contracts 858 811 975
Capital Preservation Fund 858 -- --
100% U.S. Treasury Intermediate
Term Fund 222 -- --
Disciplined Stock Fund 453 -- --
Growth & Income Fund 288 -- --
New Leaders Fund 247 -- --
S&P 500 Index 170 -- --
*Employees may participate in more than one program.
4. Guaranteed Investment Contracts as of December 30, 1995 and December 31,
1994 consist of the following:
1995 1994
Current Value Current Value
Nationwide Life Insurance Company
6.13% (reset quarterly; six month notice
for maturity) -- $1,159,749
Life Insurance Company of Virginia
7.58% (reset monthly; six month notice
for maturity) -- 1,107,565
Peoples Security Insurance Company
7.54% (reset monthly; twelve month notice
for maturity) -- 1,133,747
Protective Life Insurance Company
8.85% due 6/28/96 1,464,630 1,345,705
--------- ---------
$1,464,630 $4,746,766
========== ==========
- 11 -
<PAGE>
5. Merger of Tasty Baking Company Employee Stock Ownership Plan and Thrift
Plan:
Effective January 1, 1994, the Tasty Baking Company Employee Stock
Ownership Plan (ESOP) was merged into the Plan. Tasty Baking Company common
stock (197,813 shares at $1,806,757 cost), P&J common stock (131,876 shares
at $1,204,505 cost) and $10,425 cash were transferred and combined with the
existing Tasty Baking Company Thrift Plan employer matching contribution
account. In connection with the merger, the ESOP participants could elect
to receive a distribution equivalent to their ESOP balances. On February 1,
1994, distributions in this regard were made amounting to $1,517,451
($1,171,510 cost). The ESOP distributions consisted of Tasty Baking Company
common stock (76,339 shares at $700,872 cost), P&J common stock (50,893
shares at $467,248 cost) and $3,390 cash.
6. Spin-off Distribution of P&J Common Stock:
In 1993, Tasty Baking Company distributed to its shareholders all of the
issued and outstanding shares of its wholly-owned subsidiary, P&J. Each
shareholder of record received two shares of P&J common stock for every
three shares of Tasty Baking Company common stock they owned. In connection
with this distribution, the Tasty Baking Company Thrift Plan received
201,991 and 21,472 shares of P&J common stock related to the employer and
employee stock accounts, respectively.
7. Asset Transfer to P&J 401(k) Savings Plan:
On January 1, 1994, all participants who were employees of P&J were
terminated from the Plan. In accordance with this termination, Plan assets
aggregating $3,182,477, which consisted of 56,974 shares of Tasty Baking
Company common stock, 36,063 shares of P&J common stock and cash of
$1,985,081 were subsequently transferred on February 11, 1994 to the newly
formed P&J 401(k) Savings Plan.
8. Withdrawals:
Participants who terminate from the Plan can elect to have distributed to
them the full value in their respective accounts which includes their
contributions (including supplemental contributions) and 100% of the
employer contributions made on their behalf.
Active participants may withdraw their monies saved up through 1987 twice a
year without cause. All monies saved may be withdrawn (pre-1987 funds
first) at any time but only for a hardship withdrawal as defined by IRS
regulations. Once an active participant has been a Plan participant for
five years, company contributions can be withdrawn on any Plan year-end
date. Receipt of monies by an active participant in this regard causes no
interruption to basic and supplemental contributions and company matching
contributions are not penalized.
On January 24, 1995, distributions which were pending from the previous
year, were made from participants' account balances totalling $1,622,449 at
market. Of this amount, $1,233,743 related to terminations from the Plan,
$8,574 related to emergency withdrawals and $380,132 related to partial
withdrawals by employees still participating in the Plan.
- 12 -
<PAGE>
8. Withdrawals: (Continued)
At December 30, 1995, distributions were pending from participants' account
balances totalling $264,478 at market. Of this amount, $100,000 related to
terminations from the Plan and $164,478 related to partial withdrawals by
employees still participating in the Plan.
9. Contributions:
The following is a schedule of employer and participating employee
contributions:
Tasty Baking
Year Ended Total Company P&J
December 30, 1995
Employer $ 370,124 $ 370,124 --
Employee 1,553,897 1,553,897 --
--------- ----------
Total $1,924,021 $1,924,021
========== ==========
December 31, 1994
Employer $ 367,246 $ 367,246 --
Employee 1,230,230 1,230,230 --
--------- ----------
Total $1,597,476 $1,597,476 --
========== ==========
January 1, 1994
Employer $ 431,757 $ 370,760 $ 60,997
Employee 1,497,792 1,208,013 289,779
--------- --------- -------
Total $1,929,549 $1,578,773 $350,776
========== ========== =========
10. Federal Income Taxes:
The United States Treasury Department determined on November 27, 1995 that
the Plan, as amended in effect from January 1, 1989 to December 31, 1994,
constituted a qualified trust under Section 401(a) of the Internal Revenue
Code and is therefore exempt from federal income taxes under provisions of
Section 501(a). Application will be made for a new determination letter to
address the Dreyfus non-standardized prototype plan by September 15, 1996.
However, the Plan administrator believes that the Plan is currently
designed and being operated in compliance with the applicable requirements
of the Internal Revenue Code. Therefore, the administrator believes that
the Plan was qualified and the related trust was tax-exempt as of the
financial statement date.
- 13 -
<PAGE>
10. Federal Income Taxes: (Continued)
On the basis of the present laws and regulations, a participant is not
subject to income taxes on contributions made by the Company or on any
earnings credited to his account prior to distribution by the Trustee. If a
participant, prior to termination of employment or attaining age 59 1/2,
withdraws earnings on his savings, or if he withdraws stock purchased with
contributions made by his employer, the amount of earnings on his savings
and the then current market value of such stock and earnings thereon are
taxable as ordinary income. In general, if left with the Plan and
distributed within one taxable year, upon attaining age 59 1/2 or
termination of employment, the pro rata share of the taxable distribution
attributable to years of participation after 1973 will be ordinary income.
Employees, upon attaining age 59 1/2, who have been Plan participants for
at least five taxable years before the taxable year of distribution and
attained age 50 before January 1, 1986 can elect a 5-year or 10-year
averaging method.
The unrealized appreciation in value of the Company's stock distributed to
participants is subject to tax when such securities are disposed of by the
participants. A lump sum distribution received by an individual because of
separation from service will not be subject to tax if property received in
excess of the individual's after-tax contributions to the Plan is
transferred to a qualified individual retirement account or annuity, or a
qualified employee's trust or annuity plan within 60 days.
- 14 -
<PAGE>
SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR
INVESTMENT PURPOSES AT December 30, 1995 PURSUANT
TO ITEM 27(a) ANNUAL RETURN/REPORT OF
EMPLOYEE BENEFIT PLAN FORM 5500
<PAGE>
E.I.N. 23-1145880/PN 333
27(a)
TASTY BAKING COMPANY THRIFT PLAN
Assets Held for Investment Purposes
December 30, 1995
<TABLE>
<CAPTION>
c. Description of Investment
Including Maturity Date
b. Identity of Issue, Borrower, Rate of Interest, Collateral, Current
Lessor or Similar Party Par of Maturity Value d. Cost e. Value
<S> <C> <C>
Tasty Baking Company Common Stock $3,958,182 $4,975,312
PrimeSource Corporation Common Stock 1,633,201 1,102,079
----------- -----------
Subtotal - Common Stock 5,591,383 6,077,391
----------- -----------
Protective Life Insurance Company Guaranteed Investment Contract 1,464,630 1,464,630
----------- -----------
8.85% 6/28/96
Capital Preservation Fund, LaSalle Collective Investment Fund 6,791,692 6,791,692
----------- -----------
National Trust, N.A
Dreyfus 100% U. S. Treasury Mutual Fund 175,927 180,604
Intermediate Term Fund
Dreyfus Disciplined Stock Fund Mutual Fund 1,429,373 1,781,997
Dreyfus Growth and Income Fund Mutual Fund 274,693 291,246
Dreyfus New Leaders Fund Mutual Fund 266,764 275,672
Dreyfus S&P 500 Index Fund Mutual Fund 191,085 206,461
----------- -----------
Subtotal - Mutual Funds 2,337,842 2,735,980
----------- -----------
Loan to Participants 9.00% - 9.75% 975,091 975,091
----------- -----------
Total $17,160,638 $18,044,784
=========== ===========
</TABLE>
<PAGE>
SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS -
TRANSACTIONS OR SERIES OF TRANSACTIONS INVOLVING
AMOUNTS IN EXCESS OF 5% OF THE CURRENT VALUE OF
PLAN ASSETS FOR THE FISCAL YEAR ENDED DECEMBER 30,
1995 PURSUANT TO ITEM 27(d) ANNUAL RETURN/REPORT
OF EMPLOYEE BENEFIT PLAN FORM 5500
<PAGE>
<TABLE>
<CAPTION>
E.I.N. 23-1145880/PN 333
27(d)
TASTY BAKING COMPANY THRIFT PLAN
SCHEDULE OF REPORTABLE TRANSACTIONS
Transactions or Series of Transactions in Excess of 5% of the Current Value of Plan Assets
For the fiscal year ended December 30, 1995
b. Description of Asset f. Current Value
(Include Interest Rate of Asset on
Identity of Party and Maturity in Case Purchase Selling Cost of Transaction Net
a. Involved of a Loan) c. Price d. Price e. Asset Date g. Gain
<S> <C> <C> <C> <C> <C>
Trust Various Guaranteed Investment - $7,240,088 $7,240,088 $7,240,088 -
Contracts (Amount matured
transferred to Capital
Preservation Fund)
Trust Equitable Common Stock - 1,164,175 1,164,175 1,164,175 -
(Amount transferred to
Dreyfus Disciplined
Stock Fund)
Trust Dreyfus Discipline Stock Fund $1,612,109 214,428 182,735 1,826,537 $31,693
Trust Dreyfus Liquid Assets Fund 1,060,512 1,052,074 1,052,074 2,112,587
Trust Tasty Baking Company 710,572 260,767 181,171 969,213 79,596
Common Stock
Trust Capital Preservation Fund 15,869,352 9,077,659 9,077,659 24,947,011
Series E
Trust Loans to Participants 1,098,505 123,413 123,413 1,221,918
</TABLE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Committee members who administer the Plan have duly caused this annual report to
be signed by the undersigned thereunto duly authorized.
TASTY BAKING COMPANY THRIFT PLAN
BY /s/ Carl S. Watts
Carl S. Watts for the
Administrative Committee
Date: June 26, 1996
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Registration Statement
of Tasty Baking Company and subsidiaries on Form S-8 (File No. 33- 18904) of our
report dated April 7, 1996, on our audits of the financial statements and
supplemental schedules of the Tasty Baking Company Thrift Plan as of December
30, 1995 and December 31, 1994, and for the three fiscal years in the period
ended December 30, 1995, which report is incorporated by reference in this
Annual Report on Form 11-K.
COOPERS & LYBRAND L.L.P.
2400 Eleven Penn Center
Philadelphia, Pennsylvania
June 25, 1996
EXHIBIT
