PAGE 1 EXHIBIT 13--ANNUAL REPORT TO SECURITY HOLDERS Archer Daniels Midland Company MANAGEMENT'S DISCUSSION OF OPERATIONS AND FINANCIAL CONDITION - June 30, 1995 The Company is in one business segment - procuring, transporting, storing, processing and merchandising agricultural commodities and products. The availability and price of agricultural commodities are subject to wide fluctuations due to unpredictable factors such as: weather; plantings; government (domestic and foreign) farm programs and policies; changes in global demand created by population growth and higher standards of living; and global production of similar and competitive crops. Generally, changes in the price of agricultural commodities can be passed through to the price of processed product. Ethanol is one of a limited few of the Company's processed products which must be priced to compete with products produced from other raw materials. The Company follows a policy of hedging substantially all inventory and related purchase and sale contracts. In addition, the Company from time to time will hedge anticipated production, generally not exceeding six months requirements. These hedges are made to reduce price risk of market fluctuations and risk of crop failure. The instruments used are principally readily marketable exchange traded futures contracts which are designated as hedges. The changes in market value of such contracts have a high correlation to the price changes of the hedged commodity. Also, the underlying commodity can be delivered against such contracts. To obtain a proper matching of revenue and expense, gains or losses arising from open and closed hedging transactions are included in inventory as a cost of the commodities and reflected in the income statement when the product is sold. Inflation, over time, has an impact on agricultural commodity prices. The Company's business is capital intensive and inflation could impact the cost of capital investment. OPERATIONS A summary of net sales and other operating income by classes of products and services is as follows: 1995 1994 1993 ________________________________ (In millions) Oilseed products $ 7,643$ 6,656 $ 5,688 Corn products 2,477 2,294 2,069 Wheat and other milled products 1,384 1,394 1,234 Other products 1,168 1,030 820 ________ ________ ________ $ 12,672 $ 11,374 $ 9,811 ======== ======== ======== 1995 compared to 1994 Net sales and other operating income for 1995 increased $ 1.3 billion to a record high $12.7 billion. The increase is primarily due to a 9% increase in volumes and to a lesser extent a 2% increase in average selling prices. Sales of oilseed products increased 15% to $7.6 billion due primarily to increased volume as strong export demand for vegetable oils and good domestic demand for meal products contributed to favorable oilseed processing market conditions. Sales of corn products increased 8% to $2.5 billion due primarily to increased average selling prices resulting from strong demand from the food and beverage industry for sweetener products and increased demand for ethanol. Sales of wheat and other milled products were at levels comparable to last year as sales attributable to acquired companies were offset by the Company's contribution of its rice milling operations to a joint venture in 1995. The increase in sales of other products is due primarily to feed operations acquired in 1994 a portion of which were contributed to a joint venture in 1995. Cost of products sold and other operating costs increased $793 million to $11 billion in 1995 due primarily to the 9% increase in volumes partially offset by declines in average raw material commodity prices. The combined effect of increased sales volumes, higher average selling prices and lower raw material commodity prices resulted in gross profits increasing $505 million to $1.6 billion in 1995. Approximately $360 million of the increase can be attributed to improved gross profits resulting from the net price effect of higher average selling prices and lower average raw material commodity prices. The remaining increase is due primarily to sales volume increases. Selling, general and administrative expenses increased $58 million to $429 million in 1995 due principally to general cost increases in support of the increased sales volumes, a $12 million increase in bad debt expense and a $6 million increase in charitable contribution expense. The decrease in other income for 1995 resulted primarily from losses on marketable securities transactions and decreased equity in earnings of unconsolidated affiliates. These decreases were partially offset by increased investment income, due to both higher levels of invested funds and higher interest rates, and by the $43 million gain on the sale of the Company's British Arkady bakery ingredient business. Excluding the effect in 1994 of the increase in the statutory federal income tax rate from 34% to 35% which resulted in additional income tax accruals and a non-recurring income tax charge of $14 million, the Company's 1995 effective tax rate of 33% approximates the 1994 effective rate. 1994 compared to 1993 Net sales and other operating income for 1994 increased $1.6 billion to $11.4 billion. The increase is primarily due to an 8% increase in average selling prices of the Company's products and to a lesser extent, a 5% increase in volume of products sold. Sales of oilseed products increased 17% to $6.7 billion due primarily to a 15% increase in average selling prices and a 2% increase in sales volumes. Sales of corn products increased 11% to $2.3 billion due primarily to a 12% increase in volume of product sold partially offset by slightly lower average selling prices as ethanol prices declined due to lower imported oil prices. Sales of wheat and other milled products increased 13% to $1.4 billion due primarily to increased volumes including sales of acquired businesses. Sales of other products increased 26% to $1 billion due primarily to feed operations acquired in 1994. Cost of products sold and other operating costs increased $1.5 billion to $10.2 billion in 1994 due primarily to higher raw material commodity costs, principally higher corn costs due to the impact of widespread Midwest flooding on the corn crop, and also increased volumes of products sold. The combined effect of increased sales volumes and higher average selling prices partially offset by higher raw material commodity prices and the negative impact of the widespread Midwest flooding resulted in gross profits increasing $75 million to $1.1 billion. Volume increases contributed approximately $90 million and the net price effect of higher average selling prices and higher raw material commodity prices increased gross profits approximately $25 million. These increases were partially offset by the negative impact of the widespread Midwest flooding on procuring, transporting and merchandising operations. We estimate that costs of approximately $40 million were incurred in the first quarter of 1994 due to transportation and plant operation interruptions resulting from such flood. Selling, general and administrative expenses increased $46 million to $371 million in 1994 due principally to $26 million of expense attributable to acquired businesses, a $7 million increase in advertising costs and other general cost increases in support of increased sales volumes. The decrease in other income for 1994 resulted primarily from increased interest expense, due principally to higher average borrowing levels, and to a lesser extent reduced gains on marketable securities transactions. The Company's effective tax rate was 34% in 1994 compared to 28% in 1993. The 1994 effective rate included the increase in the statutory federal income tax rate from 34% to 35% resulting in additional income tax accruals and a non-recurring income tax charge of $14 million. The 1993 effective rate reflects a $30 million credit from settlement with the Internal Revenue Service of prior years' tax audits. Excluding the impact of these items, the effective rates in 1994 and 1993 were comparable. Effective July 1, 1992, the Company adopted FASB Statements No. 106, "Employers' Accounting for Postretirement Benefits Other Than Pensions," and No. 109, "Accounting For Income Taxes." The cumulative effect of adopting these accounting changes was to decrease earnings by $35 million, net of income tax, for FASB Statement No. 106 and to increase earnings by $ 68 million for FASB Statement No. 109. The new standards did not have a material effect on the Company's operating results. LIQUIDITY AND CAPITAL RESOURCES At June 30, 1995, the Company continued to show substantial liquidity with working capital of $2.5 billion, including cash and marketable securities of $1.1 billion. Working capital also includes inventory with a replacement cost in excess of its LIFO carrying value of approximately $56 million. The cash and marketable securities, consisting principally of United States government obligations, are available for working capital, future expansion and stock repurchase plans. Capital resources were strengthened as shown by the increase in net worth to $5.9 billion. The principal source of capital during the year was funds generated from operations. The Company's ratio of long- term debt to total capital at year end was approximately 24%. Annual maturities of long-term debt range from $12 million to $34 million during the next five years except for 1997 when $126 million is due. Commercial paper and commercial bank lines of credit are available to meet seasonal cash requirements. At June 30, 1995, the Company had $398 million of short-term bank credit lines. Both Standard & Poor's and Moody's continue to assign their highest ratings to the Company's commercial paper and to rate the Company's long-term debt as AA- and Aa2, respectively. In addition to the cash flow generated from operations, the Company has access to equity and debt capital through numerous alternatives from public and private sources in the domestic and international markets. As discussed in Note 11 to the consolidated financial statements, the Company, along with a number of other domestic and foreign companies, is the subject of a grand jury investigation into possible violations of federal antitrust laws and possible related crimes in the food additives industry. Neither the Company nor any director, officer or employee has been charged in connection with the investigation. In addition, related civil class actions are pending. These matters could result in the Company being subject to monetary damages, fines, penalties and other sanctions and expenses. However, because of the early stage of the investigation, the ultimate outcome of these matters cannot presently be determined. Accordingly, no provision for any liability that may result therefrom has been made in the accompanying consolidated financial statements. 1 PAGE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Business The Company is in one business segment - procuring, transporting, storing, processing and merchandising agricultural commodities and products. Principles of Consolidation The consolidated financial statements include the accounts of the Company and all majority-owned subsidiaries. Investments in affiliates are carried at cost plus equity in undistributed earnings since acquisition. Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less at the time of purchase to be cash equivalents. Marketable Securities Effective July 1, 1994, the Company adopted FASB Statement No. 115, "Accounting for Certain Investments in Debt and Equity Securities." The Company classifies all of its marketable securities as available-for-sale. Available-for-sale securities are carried at fair value, with the unrealized gains and losses, net of income taxes, reported as a component of shareholders' equity. The effect of adopting this Statement increased the opening balance of shareholders' equity by $51 million (net of $25 million in deferred income taxes) to reflect the net unrealized gain on marketable securities classified as available- for-sale which were previously carried at cost. Inventories Inventories, consisting primarily of merchandisable agricultural commodities and related value-added products, are carried at cost, which is not in excess of market prices. Inventory cost methods include the last-in, first-out (LIFO) method, the first- in, first-out (FIFO) method and the hedging procedure method. The hedging procedure method approximates FIFO cost. The Company follows a policy of hedging substantially all inventory and related purchase and sale contracts. In addition, the Company from time to time will hedge anticipated production, generally not exceeding six months requirements. These hedges are made to reduce price risk of market fluctuations and risk of crop failure. The instruments used are principally readily marketable exchange traded futures contracts which are designated as hedges. The changes in market value of such contracts have a high correlation to the price changes of the hedged commodity. Also, the underlying commodity can be delivered against such contracts. To obtain a proper matching of revenue and expense, gains or losses arising from open and closed hedging transactions are included in inventory as a cost of the commodities and reflected in the statement of earnings when the product is sold. Property, Plant and Equipment Property, plant and equipment are recorded at cost. The Company uses the straight line method in computing depreciation for financial reporting purposes and generally uses accelerated methods for income tax purposes. Net Sales The Company follows a policy of recognizing sales at the time of product shipment. Net margins from grain merchandised, rather than the total sales value thereof, are included in net sales in the consolidated statements of earnings. Gross sales of the Company, including the total sales value of grain merchandised, were $15.9 billion in 1995, $14.1 billion in 1994 and $12.1 billion in 1993, and include export sales of $4.2 billion in 1995, $3.2 billion in 1994 and $2.9 billion in 1993. Per Share Data Share and per share information have been adjusted to give effect to the 50% stock dividend in the form of a three-for-two stock split paid in December 1994 and to the 5% stock dividends in the three years ended June 30, 1995, including the 5% stock dividend declared in July 1995, and payable in September 1995. Net earnings per common share is determined by dividing net earnings by the weighted average number of common shares outstanding. The impact of common stock equivalents is not material. 2 PAGE 3 CONSOLIDATED STATEMENTS OF EARNINGS Year Ended June 30 _________________________________ 1995 1994 1993 _________________________________ (In thousands, except per share amounts) Net sales and other operating $12,671,868 $11,374,372 $9,811,362 income Cost of products sold and other operating costs 11,029,38410,236,737 8,748,418 ______________________________ Gross Profit 1,642,484 1,137,635 1,062,944 Selling, general and administrative expenses 429,358 371,237 324,793 ______________________________ Earnings From Operations 1,213,126 766,398 738,151 Other income (expense) (31,603) (28,095) 7,858 ______________________________ Earnings Before Income Taxes and Cumulative Effect of Accounting Changes 1,181,523 738,303 746,009 Income taxes 385,608 254,234 211,500 ______________________________ Earnings Before Cumulative Effect of Accounting Changes 795,915 484,069 534,509 Cumulative effect of accounting changes- - 33,018 ______________________________ Net Earnings $ 795,915$ 484,069$ 567,527 ============================== Earnings per common share Before Cumulative Effect of Accounting Changes $ 1.47$ .89$ .94 Cumulative Effect of Accounting Changes - - .06 ______________________________ Net Earnings $ 1.47$ .89$ 1.00 ============================== <FN> See notes to consolidated financial statements. 3 PAGE 4 CONSOLIDATED BALANCE SHEETS June 30 __________________________________ 1995 1994 __________________________________ Assets (In thousands) Current Assets Cash and cash equivalents $ 454,593 $ 316,394 Marketable securities 664,690 1,019,059 Receivables 1,013,562 1,041,769 Inventories 1,473,896 1,422,147 Prepaid expenses 105,904 111,426 __________ __________ Total Current Assets 3,712,645 3,910,795 Investments and Other Assets Investments in and advances to affiliates 502,698 297,147 Long-term marketable securities1,604,219 891,073 Other assets 175,044 109,263 __________ __________ 2,281,961 1,297,483 Property, Plant and Equipment Land 113,098 101,854 Buildings 1,109,249 1,029,817 Machinery and equipment 5,443,561 5,073,631 Construction in progress 642,825 455,729 Less allowances for depreciation(3,546,452) (3,122,456) __________ __________ 3,762,281 3,538,575 __________ __________ $9,756,887 $8,746,853 ========== ========== 4 PAGE 5 CONSOLIDATED BALANCE SHEETS June 30 _________________________________ 1995 1994 _________________________________ Liabilities and Shareholders' (In thousands) Equity Current Liabilities Accounts payable $ 725,046 $ 690,824 Accrued expenses 431,725 412,438 Current maturities of 15,614 23,716 long-term debt __________ __________ Total Current Liabilities 1,172,385 1,126,978 Long-Term Debt 2,070,095 2,021,417 Deferred Credits Income taxes 538,351 432,396 Other 121,891 120,641 __________ __________ 660,242 553,037 Shareholders' Equity Common stock 3,668,977 3,415,955 Reinvested earnings 2,185,188 1,629,466 __________ __________ 5,854,165 5,045,421 __________ __________ $9,756,887 $8,746,853 ========== ========== <FN> See notes to consolidated financial statements. 5 PAGE 6 CONSOLIDATED STATEMENTS OF CASH FLOWS Year Ended June 30 1995 1994 1993 (In thousands) Operating Activities Net earnings $ 795,915 $ 484,069 $ 567,527 Adjustments to reconcile to net cash provided by operations Cumulative effect of accounting changes- - (33,018) Depreciation and amortization 384,872 354,463 328,549 Deferred income taxes 25,421 22,009 16,238 Amortization of long-term debt discount21,90819,613 16,900 Other 36,065 (23,230) (39,743) Changes in operating assets and liabilities Receivables (82,203) (114,741) (90,890) Inventories (41,561) (172,649) (69,927) Prepaid expenses 5,219 (13,450) (8,019) Accounts payable and accrued expenses45,611 74,287 (13,804) ________ ________ ________ Total Operating Activities 1,191,247 630,371 673,813 Investing Activities Purchases of property, plant and equipment(558,604) (514,364) (394,400) Business acquisitions (55,126) (257,731) (200,023) Investments in and advances to affiliates(122,565)16,506(11,44 1) Purchases of marketable securities(2,017,619)(2,136,553)(2,691 ,913) Proceeds from sales of marketable securities 1,940,370 2,643,368 1,637,373 _________ _________ _________ Total Investing Activities (813,544) (248,774)(1,660,404) Financing Activities Long-term debt borrowings 17,626 12,001 506,576 Long-term debt payments (32,304) (76,133) (33,256) Purchases of treasury stock (179,613) (355,226) (35,429) Cash dividends and other (45,213) (32,328) (29,177) _________ _________ _________ Total Financing Activities (239,504) (451,686) 408,714 _________ _________ _________ Increase (Decrease) In Cash And Cash Equivalents 138,199 (70,089) (577,877) Cash And Cash Equivalents Beginning Of Period 316,394 386,483 964,360 _________ _________ _________ Cash And Cash Equivalents End Of Period $ 454,593$ 316,394$ 386,483 ========= ========= ========= <FN> See notes to consolidated financial statements. 6 PAGE 7 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY Common Stock ___________________ Reinvested Shares Amount Earnings _____________________________ (In thousands) Balance July 1, 1992 326,480 $3,030,600 $1,461,753 Net earnings 567,527 Cash dividends paid-$.06 per share (32,266) Treasury stock purchases (1,531) (35,429) 5% stock dividend-September 1993 16,300 348,927 (348,927) Foreign currency translation (131,153) Other 1,050 22,524 (305) _______ __________ __________ Balance June 30, 1993 342,299 3,366,622 1,516,629 Net earnings 484,069 Cash dividends paid-$.06 per share (32,586) Treasury stock purchases (15,597) (355,226) 5% stock dividend-September 1994 16,364 381,707 (381,707) Foreign currency translation 43,363 Other 573 22,852 (302) _______ __________ __________ Balance June 30, 1994 343,639 3,415,955 1,629,466 Net earnings 795,915 Cash dividends paid-$.09 per share (46,825) 3-for-2 stock split 172,030 Treasury stock purchases (9,756) (179,613) 5% stock dividend-declared July 199525,358 406,019 (406,019) Foreign currency translation 66,005 Net unrealized gains on marketable securities 147,118 Other 1,253 26,616 (472) _______ _________ _________ Balance June 30, 1995 532,524 $3,668,977 $2,185,188 ======= ========== ========== <FN> See notes to consolidated financial statements. 7 PAGE 8 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1-Marketable Securities Investments accounted for in accordance with FASB Statement No. 115, "Accounting for Certain Investments in Debt and Equity Securities," which are included in cash equivalents and marketable securities, consist of: Unrealized Unrealized Fair Cost Gains Losses Value _____________________________________ (In thousands) 1995 United States government obligations Maturity less than 1 $1,057,1 $ $ $1,057,6 year 89 731 281 39 Maturity 1 year to 5 453,276 9,719 462,995 years Other debt securities Maturity less than 1 59,319 61 59,258 year Maturity 1 year to 5 174,811 2,441 177,252 years Equity securities 751,344 217,014 6,495 961,863 ________ _________ ________ ________ __ _ __ __ $2,495,9 $ $ $2,719,0 39 229,905 6,837 07 ======== ========= ======== ======== == = == == 1994 United States government $1,243,6 $ 1,019 $ $1,242,5 obligations 96 2,193 22 Other debt securities 202,467 2,725 923 204,269 Equity securities 732,467 131,204 56,266 807,405 ________ _________ ________ ________ __ _ _ __ $2,178,6 $ $ $2,254,1 30 134,948 59,382 96 ======== ========= ======== ======== == = == == Note 2-Inventories 1995 1994 (In thousands) LIFO inventories FIFO value $ 416,804 $ 459,640 LIFO valuation reserve (56,036) (74,016) __________ __________ LIFO carrying value 360,768 385,624 FIFO inventories, including hedging procedure method 1,113,128 1,036,523 __________ __________ $1,473,896 $1,422,147 ========== ========== Note 3-Accrued Expenses 1995 1994 (In thousands) Payroll and employee benefits $ 111,452 $ 105,283 Income taxes 109,323 116,650 Insurance loss reserves 76,987 79,488 Other 133,963 111,017 __________ __________ $ 431,725 $ 412,438 ========== ========== Note 4-Long-Term Debt and Financing Arrangements 1995 1994 _____________________ (In thousands) 8.875% Debentures $300 million face amount, due in 2011 $ 298,216 $ 298,166 8.125% Debentures $300 million face amount, due in 2012 297,955 297,901 8.375% Debentures $300 million face amount, due in 2017 294,079 293,988 7.125% Debentures $250 million face amount, due in 2013 249,378 249,361 6.25% Notes $250 million face amount, due in 2003 248,998 249,293 Zero Coupon Debt $400 million face amount, due in 2002 160,855 140,768 7% Debentures $250 million face amount, due in 2011 127,017 125,228 6% Bonds 150 million Deutsche Mark face amount, due in 1997 108,424 94,400 10.25% Debentures $100 million face amount, due in 2006 98,693 98,628 Industrial Revenue Bonds at various rates from 5.30% to 13.25% and due in varying amounts to 2011 78,253 79,442 Other 123,841 117,958 __________ __________ Total long-term debt 2,085,709 2,045,133 Less current maturities (15,614) (23,716) __________ __________ $2,070,095 $2,021,417 ========== ========== At June 30, 1995, the fair value of the Company's long-term debt exceeded the carrying value by $367 million, as estimated by using quoted market prices or discounted future cash flows based on the Company's current incremental borrowing rates for similar types of borrowing arrangements. Unamortized original issue discounts on the 7% Debentures and Zero Coupon Debt issues are being amortized at 15.35% and 13.80%, respectively. Accelerated amortization of the discounts for tax purposes has the effect of lowering the actual rate of interest to be paid over the remaining lives of the issues to approximately 10.64% and 5.69%, respectively. The aggregate maturities for long-term debt for the five years after June 30, 1995 are $16 million, $126 million, $34 million, $17 million and $12 million, respectively. At June 30, 1995 the Company had lines of credit totaling $398 million. Note 5-Shareholders' Equity The Company has authorized 800 million shares of common stock and 500,000 shares of preferred stock, both without par value. No preferred stock has been issued. At June 30, 1995 and 1994, the Company had approximately 33.5 million and 24.6 million common shares, respectively, in treasury. Treasury stock is recorded at cost, $541 million at June 30, 1995, as a reduction of common stock. Stock option plans provide for the granting of options to employees to purchase common stock of the Company at market value on the date of grant. Options expire five to ten years after the date of grant. At June 30, 1995 options for 4,325,819 shares at prices ranging from $7.54 to $19.17 per share were outstanding of which 1,219,990 shares were exercisable. There were 304,298 shares available for future grant at June 30, 1995. Cumulative foreign currency translation gains of $62 million and unrealized gains on marketable securities of $147 million at June 30, 1995, net of applicable taxes, are included as a component of reinvested earnings. 8 PAGE 9 Note 6-Other Income (Expense) 1995 1994 1993 ________________________________ (In thousands) Investment income $147,133 $100,706 $100,715 Interest expense (170,886 (173,429 (150,945 ) ) ) Gain (loss) on marketable securities transactions (27,633) 25,785 33,531 Other, including equity in earnings of affiliates 19,783 18,843 24,557 ________ ________ ________ $(31,603 $(28,095 $ 7,858 ) ) ======== ======== ======== Interest expense is net of interest capitalized of $32 million, $26 million and $23 million in 1995, 1994 and 1993, respectively. The Company made interest payments of $181 million, $180 million and $151 million in 1995, 1994 and 1993, respectively. The realized gains on sales of available-for-sale marketable securities totaled $18 million, $36 million and $34 million in 1995, 1994 and 1993, respectively. The realized losses totaled $46 million and $10 million in 1995 and 1994, respectively. Note 7-Income Taxes 1995 1994 1993 _____________________________ (In thousands) Current Federal $271,702 $202,708 $160,966 State 38,768 30,969 31,471 Foreign 42,085 14,460 (583) Deferred Federal 30,191 4,102 23,103 State 2,108 (3,036) (1,857) Foreign 754 5,031 (1,600) ________ ________ ________ $385,608 $254,234 $211,500 ======== ======== ======== Significant components of the Company's deferred tax liabilities and assets are as follows: 1995 1994 ________________________ (In thousands) Deferred tax liabilities Depreciation $386,883 $365,491 Unrealized gain on marketable 75,978 - securities Bond discount amortization 62,941 60,308 Other 62,036 55,575 ________ ________ 587,838 481,374 Deferred tax assets Postretirement benefits 26,274 27,624 Other 79,829 85,406 ________ ________ 106,103 113,030 ________ ________ Net deferred tax liabilities 481,735 368,344 Current net deferred tax assets included in prepaid expenses 56,616 64,052 ________ ________ Non-current net deferred tax $538,351 $432,396 liabilities ======== ======== Reconciliation of the statutory federal income tax rate to the Company's effective tax rate is as follows: 1995 1994 1993 Statutory rate 35.0% 35.0% 34.0% State income taxes, net of federal tax benefit 2.3 2.3 2.6 Foreign sales corporation (1.8) (2.7) (2.3) Settlement of tax issues - - (4.0) Federal tax rate increase - 1.8 - Other (2.9) (2.0) (1.9) ____ ____ ____ Effective rate 32.6% 34.4% 28.4% ==== ==== ==== The Company made income tax payments of $354 million, $250 million and $251 million in 1995, 1994 and 1993, respectively. In 1994, the federal income tax rate increase resulted in additional income tax accruals and a non-recurring income tax charge of $14 million, or $.03 per share. During 1993, the Company settled various tax matters related to audits of prior tax years by the Internal Revenue Service. The settlement resulted in a $30 million credit, or $.05 per share, to the 1993 provision. Effective July 1, 1992, the Company adopted FASB Statement No. 109, "Accounting for Income Taxes." The cumulative effect of restating deferred taxes as of July 1, 1992, was to increase 1993 earnings by $68 million, or $.12 per share. Note 8-Leases The Company has noncancellable operating leases, principally for transportation equipment, with total future rental commitments of $98 million, which range from $5 million to $26 million during each of the next five years, and expire on various dates through 2026. Rent expense for 1995, 1994 and 1993 was $73 million, $69 million and $66 million, respectively. 9 PAGE 10 Note 9-Employee Benefit Plans The Company has noncontributory and trusteed pension plans covering substantially all employees. It is the Company's policy to fund pension costs as required by the Employee Retirement Income Security Act. At June 30, 1995, the plans had assets at fair value of $260 million and projected benefit obligations of $297 million based on a discount rate of 8.0%. Pension expense is not material. The Company adopted FASB Statement No. 106, "Employers' Accounting for Postretirement Benefits Other Than Pensions," for health care and life insurance benefit plans as of July 1, 1992. The cumulative effect of adopting this statement decreased 1993 earnings by $35 million (net of related taxes of $20 million), or $.06 per share. This charge represented the discounted present value of expected future retiree health benefits attributed to employees' service rendered prior to July 1, 1992. The accumulated postretirement benefit obligations (APBO) for the unfunded plans at June 30, 1995 were $72 million, based on a discount rate of 8.0% and an assumed health care cost trend rate of 11.1% for 1996 gradually decreasing to 5.5% by 2004. The expense of these plans is not material. A 1% increase in the health care cost trend rate assumption would not have had a material impact on the APBO or expense for the year. In addition, the Company has savings and investment plans available to eligible employees with one year of service. Employees may contribute up to 6% of their salaries, not to exceed $9,000. The Company matches these contributions, at various levels, to a maximum of $6,000. Note 10-Geographic Information Net Sales and Other Earnings Operating From Identifiable Income Operations Assets _________ __________ ____________ (In millions) 1995 United States $ 9,177 $1,089 $5,350 Foreign 3,495 124 1,181 _______ ______ ______ $12,672 $1,213 $6,531 ======= ====== ====== 1994 United States $ 8,365 $704 $5,140 Foreign 3,009 62 1,083 _______ ____ ______ $11,374 $766 $6,223 ======= ==== ====== 1993 United States $ 7,266 $716 $4,407 Foreign 2,545 22 925 _______ ____ ______ $ 9,811 $738 $5,332 ======= ==== ====== Earnings from operations represent earnings before other income, income taxes and cumulative effect of accounting changes. Identifiable assets exclude cash and cash equivalents, marketable securities and investments in and advances to affiliates. Note 11-Antitrust Investigation and Related Litigation The Company, along with a number of other domestic and foreign companies, is the subject of a grand jury investigation into possible violations of federal antitrust laws and possible related crimes in the food additives industry. The investigation is directed towards possible price-fixing with respect to lysine, citric acid and high fructose corn syrup. Neither the company nor any director, officer or employee has been charged in connection with the investigation. Following public announcement of the investigation, the Company and certain of its directors and executive officers were named as defendants in a number of putative class actions alleging violations of antitrust and securities laws relating to the Company's marketing practices in the food additives industry, specifically with respect to lysine, citric acid and high fructose corn syrup. The plaintiffs generally request unspecified compensatory and punitive damages, costs, expenses and unspecified relief. The Company and the individuals named as defendants intend to vigorously defend these class actions. These matters could result in the Company being subject to monetary damages, fines, penalties and other sanctions and expenses. However, because of the early stage of the investigation, the ultimate outcome of the investigation and the putative class actions cannot presently be determined. Accordingly, no provision for any liability that may result therefrom has been made in the accompanying consolidated financial statements. Shareholder derivative actions also have been filed against certain of the Company's directors and executive officers and nominally against the Company alleging that the individuals named as defendants breached their fiduciary duties to the Company and seeking monetary damages and other relief on behalf of the Company from the individuals named as defendants. The Company intends to seek dismissal of these derivative actions on the ground that they cannot be maintained unless the plaintiffs first brought their complaints to the Company's Board of Directors, which they did not. The Company from time to time, in the ordinary course of business, is named as a defendant in various other lawsuits. In management's opinion, the gross liability from such other lawsuits, including environmental exposure, with or without insurance recoveries is not considered to be material to the Company's financial condition or results of operations. 10 PAGE 11 REPORT OF INDEPENDENT AUDITORS Board of Directors and Shareholders Archer Daniels Midland Company Decatur, Illinois We have audited the accompanying consolidated balance sheets of Archer Daniels Midland Company and subsidiaries as of June 30, 1995 and 1994, and the related consolidated statements of earnings, shareholders' equity and cash flows for each of the three years in the period ended June 30, 1995. These financial statements are the responsibility of the Company'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 consolidated financial position of Archer Daniels Midland Company and its subsidiaries at June 30, 1995 and 1994, and the consolidated results of their operations and their cash flows for each of the three years in the period ended June 30, 1995, in conformity with generally accepted accounting principles. As discussed in Note 11 to the consolidated financial statements, the Company, along with a number of other foreign and domestic companies, is the subject of a grand jury investigation into possible violations of federal antitrust laws and possible related crimes in the food additives industry. Related civil class actions are pending. Because of the early stage of the investigation, the ultimate outcome of these matters cannot presently be determined. Accordingly, no provision for any liability that may result therefrom has been made in the accompanying consolidated financial statements. As discussed in the notes to the consolidated financial statements, the Company changed its method of accounting for income taxes and postretirement benefits in 1993. ERNST & YOUNG, LLP Minneapolis, Minnesota July 28, 1995 11 PAGE 12 QUARTERLY FINANCIAL DATA (Unaudited) Quarter First Second Third Fourth Total (In thousands, except per share amounts) Fiscal 1995 Net sales $3,015,223$3,221,804$3,299,662$3,135,179$12,671,868 Gross profit 344,819 477,625 425,513 394,527 1,642,484 Net earnings 154,544 220,098 195,701 225,572 795,915 Per common share .28 .41 .36 .42 1.47 Fiscal 1994 Net sales $2,613,628$2,821,561$3,010,001$2,929,182$11,374,372 Gross profit 223,137 322,337 285,658 306,503 1,137,635 Net earnings 69,063 146,059 131,269 137,678 484,069 Per common share .13 .27 .24 .25 .89 Results for the fourth quarter of fiscal 1995 included a $36 million, or $.07 per share, after tax gain from the sale of the Company's British Arkady bakery ingredient business. 12 PAGE 13 COMMON STOCK MARKET PRICES AND DIVIDENDS The Company's common stock is listed and traded on the New York Stock Exchange, Chicago Stock Exchange, Tokyo Stock Exchange, Frankfurt Stock Exchange, Stock Exchange of Basle, Switzerland, Stock Exchange of Geneva, Switzerland and the Stock Exchange of Zurich, Switzerland. The following table sets forth, for the periods indicated, the high and low market prices of the common stock and common stock cash dividends. Cash Market Price Dividends High Low Per Share Fiscal 1995--Quarter Ended June 30 18 7/8 17 1/8 .024 March 31 20 17 3/8 .024 December 31 20 1/8 15 3/4 .024 September 30 16 5/8 14 1/4 .015 Fiscal 1994--Quarter Ended June 30 15 1/8 13 1/2 .015 March 31 16 5/8 13 5/8 .015 December 31 14 1/2 13 1/8 .015 September 30 14 5/8 12 5/8 .014 The number of shareholders of the Company's common stock at June 30, 1995 was 34,385. The Company expects to continue its policy of paying regular cash dividends, although there is no assurance as to future dividends because they are dependent on future earnings, capital requirements and financial condition. 13 PAGE 14 TEN-YEAR SUMMARY Operating, Financial and Other Data (Dollars in thousands, except per share data) 1995 1994 1993 Operating Net sales and other operating income $12,671,868 $11,374,372 $9,811,362 Depreciation and amortization 384,872 354,463 328,549 Net earnings 795,915 484,069 567,527 Per common share 1.47 .89 1.00 Cash dividends 46,825 32,586 32,266 Per common share .09 .06 .06 Financial Working capital $2,540,260 $2,783,817 $2,961,503 Per common share 4.77 5.14 5.23 Current ratio 3.2 3.5 4.1 Inventories 1,473,896 1,422,147 1,131,787 Net property, plant and equipment 3,762,281 3,538,575 3,214,834 Gross additions to property, plant and equipment 657,915 682,485 572,022 Total assets 9,756,887 8,746,853 8,404,111 Long-term debt 2,070,095 2,021,417 2,039,143 Shareholders' equity 5,854,165 5,045,421 4,883,251 Per common share 10.99 9.32 8.63 Other Weighted average shares outstanding (000's) 540,715 546,310 566,865 Number of shareholders 34,385 33,940 33,654 Number of employees 14,833 16,013 14,168 Share and per share data have been adjusted for three-for-two stock splits in December 1989 and December 1994, and annual 5% stock dividends through September 1995. Net earnings for 1993 includes a credit of $68 million or $.12 per share and a charge of $35 million or $.06 per share for the cumulative effects of changes in accounting for income taxes and postretirement benefits, respectively. Net earnings for 1986 include an extraordinary loss on debt repurchase of $9 million or $.02 per share. 1992 1991 1990 1989 1988 1987 1986 $9,231,50 $8,468,19 $7,751,3 $7,928,8 $6,798,3 $5,774,6 $5,335,9 2 8 41 36 94 21 75 293,729 261,367 248,113 220,538 183,952 155,899 138,453 503,757 466,678 483,522 424,673 353,058 265,355 230,386 .89 .82 .85 .75 .62 .46 .41 30,789 29,527 25,976 17,271 17,095 16,189 14,199 .05 .05 .05 .03 .03 .03 .03 $2,276,56 $1,674,73 $1,627,4 $1,487,1 $1,408,6 $1,252,4 $1,147,7 4 5 59 51 64 06 57 4.02 2.95 2.85 2.63 2.51 2.18 2.02 3.4 3.0 3.4 3.4 3.0 3.5 4.2 1,025,030 917,495 771,233 694,998 773,702 784,338 521,592 3,060,096 2,695,625 2,131,80 1,832,25 1,661,22 1,478,45 1,315,07 7 8 0 8 5 614,844 911,586 550,851 405,888 370,295 314,730 341,900 7,524,530 6,260,607 5,450,01 4,728,30 4,397,56 3,862,09 3,315,43 0 8 4 1 6 1,562,491 980,273 750,901 690,052 692,878 657,465 570,248 4,492,353 3,922,295 3,573,22 3,033,50 2,630,52 2,367,67 2,075,88 8 3 9 3 7 7.92 6.92 6.26 5.37 4.68 4.13 3.65 568,382 570,350 568,353 563,056 572,854 572,128 563,651 32,377 28,981 26,076 20,382 18,491 17,199 16,815 13,524 13,049 11,861 10,214 9,631 10,573 10,386 14