1 FORM 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [ X ] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 (Fee Required) For the Fiscal Year ended December 31, 1993 [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 (No Fee Required) For the Transition Period from to WYMAN-GORDON COMPANY SAVINGS/INVESTMENT PLAN (Full Title of the Plan) WYMAN-GORDON COMPANY 244 WORCESTER STREET P.O. BOX 8001 NORTH GRAFTON, MASSACHUSETTS 01536-8001 (Name of Issuer of the Securities Held Pursuant to the Plan and the Address of its Principal Executive Offices) 1 of 6 2 ITEM 1. CHANGES IN THE PLAN Wyman-Gordon Company ("the Company") amended and restated the Wyman-Gordon Company Savings/Investment Plan ("the Plan"). Effective April 1, 1993, the Plan was amended to allow Company employees covered under the Collective Bargaining Agreement to participate in the Plan. Additionally, the Company changed its contribution policy whereby a stock match program was implemented for employees of the Forgings Division. The Company matches 50% of each Participant's quarterly contributions to the Plan with Wyman-Gordon Company stock. Amounts eligible for the 50% stock match are limited to 5% of the Participant's salary. The first quarterly match was reflected on the June 30, 1993 statements for the quarter beginning April 1, 1993 and ending June 30, 1993. ITEM 2. CHANGES IN INVESTMENT POLICY Effective October 1, 1993, the Company converted certain of its investments in Wells Fargo collective trust funds to Wells Fargo mutual funds. ITEM 3. CONTRIBUTIONS UNDER THE PLAN Under the terms of the Plan any contributions made by or on behalf of the Participant of between 2% and 5% of a Participant's annual compensation are matched by Wyman-Gordon Company ("the Company") at its discretion at a rate determined by the Company's Chief Executive Officer. The Company matched such contributions at the rate of 50% until April 1, 1991 when the match was discontinued indefinitely by the Company. Under the terms of the Plan as subsequently amended on April 1, 1992, the Company's wholly-owned subsidiary Wyman-Gordon Investment Castings, Inc. (WGIC) will match 25% of each eligible WGIC Participant's pre-tax contributions for the period, provided no WGIC match contributions shall be made based upon a Participant's contribution in excess of 15% of his or her pay. The Company may change the 25% matching rate or the 15% of considered pay to any other percentages including 0%. The maximum dollar match is limited to $270 per Participant for the Plan year. The total 1993 Company match was $133,948. For the years 1988 through 1993, the Company has contributed $2,269,319 to the Plan on behalf of Plan Participants. ITEM 4. PARTICIPATING EMPLOYEES At December 31, 1993, 1,925 employees were Participants in the Plan. ITEM 5. ADMINISTRATION OF THE PLAN The Plan is administered jointly by a Plan Committee and a Plan Investment Committee, both of whose members are appointed by the Company's Chief Executive Officer. -2- 3 ITEM 5. ADMINISTRATION OF THE PLAN (CONTINUED) The Plan Committee is responsible for the promulgation and enforcement of necessary or appropriate rules and regulations for the administration of the Plan, the interpretation of the terms of the Plan, and the resolution of questions relating to an individual's participation in the Plan. The members of the Plan Committee are: NAME OFFICE OR POSITION ADDRESS Luis E. Leon Vice President- Wyman-Gordon Company Chief Financial Officer 244 Worcester Street and Treasurer P.O. Box 8001 North Grafton, MA 01536-8001 Raymond L. Raboin Forgings Division- Wyman-Gordon Company Controller 244 Worcester Street P.O. Box 8001 North Grafton, MA 01536-8001 David J. Sulzbach W-G Investment W-G Investment Castings-Controller 839 Poquonnock Road P.O. Box 999 Groton, CT 06340 Wallace F. Whitney, Vice President, General Wyman-Gordon Company Jr. Counsel and Clerk 244 Worcester Street P.O. Box 8001 North Grafton, MA 01536-8001 ITEM 6. CUSTODIAN OF INVESTMENTS Wells Fargo Bank N.A., 420 Montgomery Street, San Francisco, California, a Delaware Corporation, is the custodian of the assets held by the Plan. For the year ended December 31, 1993, Wells Fargo Bank N.A. was paid fees of approximately $37,000 for its services, which were paid by the Plan. Wells Fargo's coverage for property of its customers under custody and its agents is provided under the Bankers Professional Liability Insurance which insures the bank and its customers against all risks of loss resulting directly from one or more fraudulent or dishonest acts by an employee acting alone or in collusion with others, committed with the intent to have the employer sustain a pecuniary loss and to profit personally thereby, physical loss of property resulting from burglary, robbery, theft, common law or statutory larceny, mysterious disappearance or damage thereto, while such property is lodged within offices or premises anywhere, or while in transit anywhere in the custody of a messenger. The limit of the coverage for each loss or claim or annual aggregate excess of deductible is $105 million. -3- 4 ITEM 7. REPORTS TO PARTICIPATING EMPLOYEES Each Participant is furnished with a quarterly statement summarizing the activity within their investment accounts for the quarter as well as the value of their investment accounts as of the end of the quarter. ITEM 8. INVESTMENT OF FUNDS (a) For the three years ended December 31, 1993, no direct brokerage commissions were paid by the Plan. (b) During the year ended December 31, 1993, neither the Plan nor any Investment Manager for the Plan, pursuant to an agreement or understanding with a broker or otherwise through an internal allocation procedure, directed the Plan's brokerage transactions to a broker or brokers because of research services provided. ITEM 9. FINANCIAL STATEMENTS AND EXHIBITS (a) The Financial Statements of the Plan consisting of the following are filed herewith: (1) Report of Independent Auditors/Accountants (2) Statements of Net Assets Available for Plan Benefits as of December 31, 1993 and 1992 (3) Statements of Changes in Net Assets Available for Plan Benefits for the Years Ended December 31, 1993, 1992 and 1991 (4) Supplemental Schedules (b) Exhibits: Page (1) The Wyman-Gordon Company Savings/Investment Plan is incorporated by reference to Registration Statement No. 33-26980 on Form S-8. - (2) Agreement establishing the Wyman-Gordon Savings/Investment Trust is incorporated by reference to Registration Statement No. 33-26980 on Form S-8. - (3) Consent of Independent Auditors/ Accountants R-2C/R-2D -4- 5 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Committee of Wyman-Gordon Company has duly caused this Annual Report to be signed by the undersigned thereunto duly authorized. WYMAN-GORDON COMPANY SAVINGS/INVESTMENT PLAN Date 6/24/94 By /s/ Luis E. Leon Luis E. Leon Vice President - Chief Financial Officer and Treasurer -5- 6 WYMAN-GORDON COMPANY SAVINGS/INVESTMENT PLAN FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES For the Years Ended December 31, 1993, 1992 and 1991 with Report of Independent Auditors/Accountants -6- 7 Wyman-Gordon Company Savings/Investment Plan Index to Financial Statements and Supplemental Schedules Pages Report of Independent Auditors/Accountants R-2A/R-2B Consent of Independent Auditors/Accountants R-2C/R-2D Financial Statements: Statements of Net Assets Available for Plan Benefits as of December 31, 1993 and 1992 R-3 Statements of Changes in Net Assets Available for Plan Benefits for the year ended December 31, 1993 R-4A1-R-4A3 Statements of Changes in Net Assets Available for Plan Benefits for the year ended December 31, 1992 R-4B1/R-4B3 Statements of Changes in Net Assets Available for Plan Benefits for the year ended December 31, 1991 R-4C Notes to Financial Statements R-5 Additional Information for Item 30(a) - Supplemental Schedule of Assets Held for Investment Purposes as of December 31, 1993 R-11 Additional Information for Item 30(d) - Supplemental Schedule of Reportable Transactions for the Year Ended December 31, 1993 R-12A/R-12B R-1 8 REPORT OF INDEPENDENT AUDITORS To The Trustees of Wyman-Gordon Company Savings and Investment Plan We have audited the accompanying statements of net assets available for plan benefits of the Wyman-Gordon Company Savings and Investment Plan (the Plan) as of December 31, 1993 and 1992, and the related statements of changes in net 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 1993 and 1992 financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Wyman-Gordon Company Savings and Investment Plan as of December 31, 1993 and 1992, and the changes in net assets available for plan benefits for the years then ended, in conformity with generally accepted accounting principles. Our audit is made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment purposes at December 31, 1993 and reportable transactions for the year ended December 31, 1993 are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, and are not a required part of the basic financial statements. The supplemental schedules have been subjected to the auditing procedures applied in our audit of the 1993 financial statements, and, in our opinion, are fairly stated in all material respects in relation to the 1993 basic financial statements taken as a whole. Ernst & Young Worcester, Massachusetts April 29, 1994 R-2A 9 REPORT OF INDEPENDENT ACCOUNTANTS To The Trustees of Wyman-Gordon Company Savings and Investment Plan We have audited the accompanying statement of changes in net assets available for plan benefits of the Wyman-Gordon Company Savings and Investment Plan for the year ended December 31, 1991. This financial statement is the responsibility of the Plan's management. Our responsibility is to express an opinion on this financial statement based on our audit. We conducted our audit 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 statement is 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 audit provides a reasonable basis for our opinion. In our opinion, the financial statement referred to above presents fairly, in all material respects, the changes in net assets available for plan benefits of the Wyman-Gordon Company Savings and Investment Plan for the year ended December 31, 1991 in conformity with generally accepted accounting principles. COOPERS & LYBRAND Boston, Massachusetts June 24, 1992 R-2B 10 CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-26980) pertaining to the Wyman-Gordon Company Savings and Investment Plan of our report dated April 29, 1994, with respect to the 1993 and 1992 financial statements and schedules of the Wyman-Gordon Company Savings and Investment Plan included in this Annual Report (Form 11-K) for the years ended December 31, 1993 and 1992. Ernst & Young Worcester, Massachusetts June 24, 1994 R-2C 11 CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the registration statement of Wyman-Gordon Company Savings and Investment Plan on Form S-8 (File No. 33-26980) of our report dated June 24, 1992, on our audit of the statement of changes in net assets vailable for plan benefits of Wyman-Gordon Company Savings and Investment Plan for the year ended December 31, 1991, which report is included in this Annual Report on Form 11-K. COOPERS & LYBRAND Boston, Massachusetts June 24, 1994 R-2D 12 Wyman-Gordon Company Savings/Investment Plan Statements of Net Assets Available for Plan Benefits as of December 31, 1993 and 1992 1993 1992 Invest- 1993 Invest- 1992 ment Fair ment Fair at Cost Value at Cost Value ASSETS Investment, at fair value: Collective Investment Funds: Income Accumulation Fund of Wells Fargo Bank N.A. $6,877,696 $ 6,877,696 $9,512,810 $ 9,512,810 Wellsfunds Asset Allocation Fund $9,332,544 9,191,320 - - Wellsfunds Growth Stock Fund $3,570,692 3,546,299 - - Wellsfunds S&P 500 Fund $2,778,674 2,803,201 - - Wellsfunds U.S. Treasury Allocation $3,744,521 3,536,396 - - Asset Allocation Fund of Wells Fargo Bank N.A. - - $6,483,056 6,895,626 U.S. Treasury Alloca- tion Fund of Wells Fargo Bank N.A. - - $2,085,168 2,189,443 S&P 500 Stock Fund of Wells Fargo Bank N.A. - - $2,060,263 2,204,156 Growth Stock Fund of Wells Fargo Bank N.A. - - $1,920,749 2,285,349 25,954,912 23,087,384 Wyman-Gordon Stock Fund $ 976,299 936,903 $ 527,448 547,739 Participant Loans 527,677 271,544 27,419,492 23,906,667 LIABILITIES Participants' withdrawals and benefits payable - - Net assets available for plan benefits $27,419,492 $23,906,667 The accompanying notes are an integral part of these financial statements. R-3 13 Wyman-Gordon Company Savings/Investment Plan Statements of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1993 U.S. Asset Growth S&P 500 Treasury Allocation Stock Stock Allocation Fund Fund Fund Fund ADDITIONS Contributions: Employee $ 716,590 $ 468,311 $ 400,918 $ 273,848 Employer 32,771 28,481 25,221 17,430 749,361 496,792 426,139 291,278 Net appreciation in fair market value of investments 1,107,163 301,819 194,806 453,011 Total Additions 1,856,524 798,611 620,945 744,289 DEDUCTIONS Participants' withdrawals (329,325) (67,967) (154,542) (70,430) Plan administrative expenses (4,719) (2,535) (2,366) (1,730) Net transfers/ adjustments in (out) (8,418,106) (3,013,458) (2,668,193) (2,861,572) Total (deductions) additions (8,752,150) (3,083,960) (2,825,101) (2,933,732) Increase (decrease) in net assets available for plan benefits (6,895,626) (2,285,349) (2,204,156) (2,189,443) Net assets available for plan benefits: Beginning of year 6,895,626 2,285,349 2,204,156 2,189,443 End of year $ - $ - $ - $ - The accompanying notes are an integral part of these financial statements. R-4A1 14 Wyman-Gordon Company Savings/Investment Plan Statements of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1993 (Continued) Income Accumu- Wellsfunds Wellsfunds lation Asset Growth Wellsfunds Fund Allocation Stock S&P 500 ADDITIONS Contributions: Employee $ 465,374 $ 220,766 $ 146,954 $ 124,334 Employer 12,722 3,508 2,935 3,198 478,096 224,274 149,889 127,532 Interest 380,317 154,026 100,831 18,975 Net appreciation (depreciation) in fair market value of investments - (140,044) (24,531) 25,788 Total Additions 858,413 238,256 226,189 172,295 DEDUCTIONS Participants' withdrawals (1,409,326) (67,963) (69,626) (65,465) Plan administrative expenses (7,022) (1,400) (871) (742) Net transfers/ adjustments in (out) (2,077,179) 9,022,427 3,390,607 2,697,113 Total (deductions) additions (3,493,527) 8,953,064 3,320,110 2,630,906 Increase (decrease) in net assets available for plan benefits (2,635,114) 9,191,320 3,546,299 2,803,201 Net assets available for plan benefits: Beginning of year 9,512,810 - - - End of year $6,877,696 $9,191,320 $3,546,299 $2,803,201 The accompanying notes are an integral part of these financial statements. R-4A2 15 Wyman-Gordon Company Savings/Investment Plan Statements of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1993 (Continued) Wellsfunds W-G Treasury Stock Allocation Fund Loans Total ADDITIONS Contributions: Employee $ 93,169 $107,905 $ - $ 3,018,169 Employer 2,753 272,686 - 401,705 95,922 380,591 - 3,419,874 Interest 151,623 - 29,357 835,129 Net appreciation (depreciation) in fair market value of investments (210,649) (71,650) - 1,635,713 Total Additions 36,896 308,941 29,357 5,890,716 DEDUCTIONS Participants' withdrawals (69,738) (29,892) (6,190) (2,340,464) Plan administrative expenses (14,948) (1,094) - (37,427) Net transfers/ adjustments in (out) 3,584,186 111,209 232,966 - Total (deductions) additions 3,499,500 80,223 226,776 (2,377,891) Increase (decrease) in net assets available for plan benefits 3,536,396 389,164 256,133 3,512,825 Net assets available for plan benefits: Beginning of year - 547,739 271,544 23,906,667 End of year $3,536,396 $936,903 $527,677 $27,419,492 The accompanying notes are an integral part of these financial statements. R-4A3 16 Wyman-Gordon Company Savings/Investment Plan Statements of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1992 W-G Asset Income Equity Stock Allocation Fund Fund Fund Fund ADDITIONS Contributions: Employee $ 301,852 $ 29,040 $ 74,443 $ 666,789 Employer - - 4,754 32,565 301,852 29,040 79,197 699,354 Interest 8,302 1,047 - - Net appreciation in fair market value of investments 245,647 379,224 56,639 477,901 Total Additions 555,801 409,311 135,836 1,177,255 DEDUCTIONS Participants' withdrawals (1,257,974) (9,739) (10,769) (92,237) Net transfers/ adjustments in (out) (19,236,406) (2,240,879) 300,255 5,810,608 Total (deductions) additions (20,494,380) (2,250,618) 289,486 5,718,371 Increase (decrease) in net assets available for plan benefits (19,938,579) (1,841,307) 425,322 6,895,626 Net assets available for plan benefits: Beginning of year 19,938,579 1,841,307 122,417 - End of year $ - $ - $547,739 $6,895,626 The accompanying notes are an integral part of these financial statements. R-4B1 17 Wyman-Gordon Company Savings/Investment Plan Statements of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1992 (Continued) U.S. Income Growth S&P 500 Treasury Accumulation Stock Stock Allocation Fund Fund Fund Fund ADDITIONS Contributions: Employee $ 427,319 $ 370,964 $ 295,226 $ 230,500 Employer 29,638 25,936 24,009 17,864 456,957 396,900 319,235 248,364 Interest 576,466 - - - Net appreciation in fair market value of investments - 368,368 145,552 127,230 Total Additions 1,033,423 765,268 464,787 375,594 DEDUCTIONS Participants' withdrawals (1,413,383) (21,075) (87,419) (26,551) Net transfers/ adjustments in (out) 9,892,770 1,541,156 1,826,788 1,840,400 Total (deductions) additions 8,479,387 1,520,081 1,739,369 1,813,849 Increase (decrease) in net assets available for plan benefits 9,512,810 2,285,349 2,204,156 2,189,443 Net assets available for plan benefits: Beginning of year - - - - End of year $9,512,810 $2,285,349 $2,204,156 $2,189,443 The accompanying notes are an integral part of these financial statements. R-4B2 18 Wyman-Gordon Company Savings/Investment Plan Statements of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1992 (Continued) Loans Total ADDITIONS Contributions: Employee $ - $ 2,396,133 Employer - 134,766 - 2,530,899 Interest 6,236 592,051 Net appreciation in fair market value of investments - 1,800,561 Total Additions 6,236 4,923,511 DEDUCTIONS Participants' withdrawals - (2,919,147) Net transfers/ adjustments in (out) 265,308 - Total (deductions) additions 265,308 (2,919,147) Increase (decrease) in net assets available for plan benefits 271,544 2,004,364 Net assets available for plan benefits: Beginning of year - 21,902,303 End of year $271,544 $23,906,667 The accompanying notes are an integral part of these financial statements. R-4B3 19 Wyman-Gordon Company Savings/Investment Plan Statements of Changes in Net Assets Available for Plan Benefits For the Year Ended December 31, 1991 W-G Income Equity Stock Fund Fund Fund Total ADDITIONS Contributions: Employee $ 1,550,022 $ 102,229 $ 34,219 $ 1,686,470 Employer 123,432 13,546 4,218 141,196 1,673,454 115,775 38,437 1,827,666 Interest 2,063,602 32,832 185 2,096,619 Dividends - - 4,775 4,775 Net appreciation (depreciation) in fair market value of investments - 488,950 (41,787) 447,163 Total Additions 3,737,056 637,557 1,610 4,376,223 DEDUCTIONS Participants' withdrawals (6,182,377) (345,322) (25,844) (6,553,543) Net transfers/ adjustments in (out) (43,699) (10,305) 54,004 - Total (deductions) additions (6,226,076) (355,627) 28,160 (6,553,543) Increase (decrease) in net assets available for plan benefits (2,489,020) 281,930 29,770 (2,177,320) Net assets available for plan benefits: Beginning of year 22,427,599 1,559,377 92,647 24,079,623 End of year $19,938,579 $1,841,307 $122,417 $21,902,303 The accompanying notes are an integral part of these financial statements. R-4C 20 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS 1. Plan Description The Wyman-Gordon Company Savings/Investment Plan ("the Plan") is a single employer defined contribution plan covering certain employees of Wyman-Gordon Company ("the Company"). The Plan was established on January 1, 1981 for the purpose of providing eligible employees with opportunities for (I) convenient and regular personal savings; (II) sharing in contributions by the Company out of its current and accumulated net profits; and (III) supplementing retirement benefits. The Plan is a single-employer contributory Plan which is funded by a trust arrangement with the Wyman-Gordon Savings/Investment Trust (the "Trust"). Eligibility Effective April 1, 1993, the Plan was amended to allow Company employees covered under the Collective Bargaining Agreement to participate in the Plan. Previously, any full- time weekly or monthly employee not covered by a Collective Bargaining Agreement who has been continuously employed by the Company (or a participating subsidiary) for at least six months is eligible to participate in the Plan. Federal Income Taxes The Internal Revenue Service (IRS) made a favorable determination in a letter dated September 15, 1986 that the Plan is qualified under Section 401(a) and 401(k) of the Internal Revenue Code (the "Code"), and accordingly, the Trust thereunder has been determined to be exempt from taxation under provisions of Section 501(a) of the Code. It is not anticipated that amendments made to the Plan after the IRS' determination letter will affect the qualified and tax exempt status of the Plan and Trust respectively. Employee Contributions Upon becoming a Participant, an eligible employee may elect to reduce his or her compensation between 1% and 15% and have such amount contributed to the Plan by the employer as a pre-tax contribution. The election shall be made in advance as a whole percentage of their compensation. Additionally, an eligible employee may elect to make after-tax contributions to the Plan subject to the percentage limitations discussed above. In addition, in no event shall the contributions made by or on behalf of a Participant for a Plan year exceed certain limitations as required by the Employee Retirement Income Security Act of 1974 (ERISA). The Internal Revenue Code also includes provisions which limit the amount of employer contributions which may be made on behalf of any individual Participant. R-5 21 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) Plan Description, (Cont.) Company Contributions Effective April 1, 1993, the Company changed its contribution policy whereby a stock match program was implemented for employees of the Forgings Division. The Company matches 50% of each Participant's quarterly contributions to the Plan with Wyman-Gordon Company stock. Amounts eligible for the 50% stock match are limited to 5% of the Participant's salary. The first quarterly match occurred for the quarter beginning April 1, 1993 and ending June 30, 1993. Under the terms of the Plan as amended April 1, 1989, any contributions made by or on behalf of the Participant of between 2% and 5% of a Participant's annual compensation were matched by the Company at its discretion at a rate determined by the Company's Chief Executive Officer. The Company matched such contributions at the rate of 50% until April 1, 1991 when the Company match was discontinued indefinitely by the Company. Under the terms of the Plan as subsequently amended on April 1, 1992, the Company's wholly-owned subsidiary Wyman-Gordon Investment Castings, Inc. (WGIC) will match 25% of each eligible WGIC Participant's pre-tax contributions for the period, provided no WGIC match contributions shall be made based upon a Participant's contribution in excess of 15% of his or her pay. The Company may change the 25% matching rate or the 15% of considered pay to any other percentages including 0%. The maximum dollar match is limited to $270 per Participant for the Plan year. The total Company match for Plan years 1993, 1992 and 1991 was $133,948, $134,766 and $141,196 respectively. Participant Accounts Each Participant's account is credited with the Participant's contribution and allocation of the Company's contribution, Plan earnings, and forfeitures of terminated Participants' nonvested accounts. Allocations are based on Participant earnings or account balances, as defined. The benefit to which a Participant is entitled is the benefit that can be provided from the Participant's account. Investment Funds Effective October 1, 1993, the Company converted certain of its investments in Wells Fargo collective trust funds to Wells Fargo mutual funds. Participants in the Plan have the following six investment funds available: R-6 22 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) Plan Description, (Cont.) Investment Funds (Cont.) The Wellsfunds Asset Allocation Fund seeks to achieve superior long-term gains at reasonable risk by actively shifting investment among common stocks, U.S. Treasury bonds and money market instruments. The investment strategy of the Asset Allocation Fund focuses on the relative attractiveness of asset classes at given points in time. The Fund uses a computerized portfolio selection model to determine the optimum mix among stocks, bonds and money market instruments. There were 801 Participants in the Wellsfunds Asset Allocation Fund at December 31, 1993. The Wellsfunds U.S. Treasury Allocation Fund seeks to achieve over the long-term a high rate of return at reasonable risk by actively shifting investment among three classes of debt securities. The Fund pursues a strategy of allocating and reallocating investment among long-term bonds, intermediate- term notes and 91 Day Treasury bills. The Fund invests in U.S. Treasury bonds with maturities of 20 years or more, U.S. Treasury notes with maturities of 5-7 years and U.S. Treasury bills. The Fund attempts to realize long-term performance which is superior to investment in any individual fixed-income class. There were 505 Participants in the Wellsfunds U.S. Treasury Allocation Fund at December 31, 1993. The Wellsfunds S&P 500 Stock Fund seeks to achieve the same total rate of return as the S&P 500 Index. The S&P 500 Stock Fund invests in the same stocks and in substantially the same percentages as the S&P 500 Index. The stocks included in the Fund represent those held by the Index itself and do not reflect subjective options concerning individual companies or industries. There were 780 Participants in the Wellsfunds S&P 500 Stock Fund at December 31, 1993. The Income Accumulation Fund invests in a mix of fixed-rate and variable-rate securities with strong credit ratings. The Fund diversifies its investments by limiting its holdings of any one issuer to 10% of the Fund assets at the time of purchase. This limitation does not apply to the U.S. Government or its agencies. Between 25% and 50% of the Fund is held in publicly traded instruments. There were 1,095 Participants in the Income Accumulation Fund at December 31, 1993. The Wellsfunds Growth Stock Fund seeks to provide investors an above average rate of return as measured against the S&P 500 Index and against similar growth stock funds, through the active management of a diversified portfolio of growth R-7 23 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) Plan Description, (Cont.) Investment Funds, (Cont.) oriented common stocks. The Fund will invest primarily in common stocks that are expected to generate above market rates of growth in revenues and earnings. There were 683 Participants in the Wellsfunds Growth Stock Fund at December 31, 1993. The Wyman-Gordon Stock Fund invests in the common stock of Wyman-Gordon Company. Amounts contributed to the Wyman-Gordon Stock Fund may be temporarily invested in other short-term investments pending the purchase of Company stock. This Fund is subject to a relatively high degree of risk because it is not a diversified investment and is subject to any potential volatility in the price of the Company's common stock. There were 586 Participants in the Wyman-Gordon Stock Fund at December 31, 1993. Distribution of Benefits A Participant (or his or her beneficiary in the case of his or her death) may elect to have his or her vested account balance paid to them following their termination of employment with the Company, by submitting a completed distribution election form to the Plan Administrator. A Participant may elect to be paid in any of these forms: (a) a lump sum, or (b) periodic installments over a period of years not to exceed the life expectancy of the Participant and his or her spouse. Vesting The Plan's vesting policy changed during 1992 from one where participants vested in the Company contributions and related investment earnings 20% annually to a policy in which Participants are fully vested in all accounts at all times. Withdrawals Withdrawals may only be made in accordance with the terms of the Plan. Hardship withdrawals of tax deferred contributions and related earnings are subject to approval by the Plan Administrator based upon the Participant's financial need and are subject to IRS limitations. Withdrawal of after-tax contributions, rollover account withdrawals, withdrawals for Participants over age 59 1/2 and withdrawals for certain Company contributions are allowed for amounts up to the extent of Participant's account balance with certain restrictions. R-8 24 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) Plan Description, (Cont.) Plan Trustee and Custodian The Plan's Trustee and Custodian of its funds changed during 1992 from State Street Bank and Trust Company to Wells Fargo Bank N.A. Participant Loans No provision for Participant loans had been made prior to the April 1992 Plan amendment which now permits them. 2. Summary of Significant Accounting Policies The following is a summary of significant accounting policies followed by the Plan in preparation of its financial statements. The financial statements are prepared in accordance with generally accepted accounting principles: Valuation of Investments Investments are valued on the basis of market valuations provided by independent pricing services. Such valuations are generally determined as follows: * Units of Wells Fargo Bank N.A. collective trust funds are valued on the basis of the unit value established for each fund at each valuation date. Valuation of the Funds' units occurs, at a minimum, on a monthly basis. Unit values are determined by dividing the value of the Funds' net assets by the number of units outstanding on the valuation date. * Stocks and mutual funds traded on security exchanges are valued at closing market prices on the valuation date. Security Transactions and Related Investment Income Security transactions are accounted for on the trade date. Interest income is accounted for on the daily accrual basis. Dividend income is recorded on the ex-dividend date. The cost of securities sold is computed on an average cost basis. Investment Income Net investment income, as earned, is allocated to Participant accounts and reinvested. The Plan presents, in the Statements of Changes in Net Assets Available for Plan Benefits, net appreciation (depreciation) in the fair market value of investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. Income from investments is recorded as earned on an accrual basis. R-9 25 Wyman-Gordon Company Savings/Investment Plan NOTES TO FINANCIAL STATEMENTS, (Cont.) Plan Description, (Cont.) Investment Income, (Cont.) Purchases and Redemptions of Units The value of participating units, upon admission to or withdrawal from the Funds, is based upon the market value of net assets held as of the valuation date. Upon purchase or redemption of units by a Participant, transaction costs incurred for the related security transactions are borne by that Participant. Expenses Record-keeping, loan, extra investment, and recurring payment fees are paid by the Participants; all other fees are paid by the Company. 3. Plan Liabilities Wells Fargo Bank uses a daily valuation method whereby all account activity and related transactions take place on the same day as the day of record. Therefore, all benefit payments to Participants or Plan expenses are paid from the various funds on a current basis and at December 31, 1993 there were no accrued liabilities for the Plan. 4. Other Matters During the years ended December 31, 1993 and 1992 there were no loans, fixed income obligations or leases in default or classified as uncollectible by the Plan. R-10 26 Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(a) Supplemental Schedule of Assets Held for Investment Purposes as at December 31, 1993 (d) Description of investment ment including maturity date, (a) Identity of issue rate of interest, borrowers, lessor, or collateral par (d) Current similar party or maturity value (c) Cost value Wells Fargo Bank N.A. 894,968 Shares Wellsfunds Asset Allocation Fund $ 9,332,544 $ 9,191,320 Wells Fargo Bank N.A. 356,132 Shares Wellsfunds U.S. Treasury Allocation Fund 3,744,521 3,536,396 Wells Fargo Bank N.A. 268,506 Shares Wellsfunds S&P 500 Stock Fund 2,778,674 2,803,201 Wells Fargo Bank N.A. 613,762 Shares Income Accumulation Fund 6,877,696 6,877,696 Wells Fargo Bank N.A. 322,098 Shares Wellsfunds Growth Stock Fund 3,570,692 3,546,299 Wells Fargo Bank N.A. 125,590 Shares Wyman-Gordon Stock Fund 976,299 936,903 $27,280,426 $26,891,815 R-11 27 Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(d) Supplemental Schedule of Reportable Transactions For the Year Ended December 31, 1993 (b)Description of assets (include interest (a)Identity of rate and maturity (c)Purchase (d)Selling party involved in case of a loan) price price Series (iii) reportable transactions - series of transactions in excess of 5% of Plan assets: Wells Fargo Asset Allocation $2,253,629 - Fund - $10,255,368 (107 Purchases, 59 Sales) Wells Fargo Income Accumu- - $ 4,121,645 lation Fund (114 Sales) Wells Fargo Growth Stock - $ 3,438,205 Fund (53 Sales) Wells Fargo S&P 500 Stock - $ 3,226,972 Fund (57 Sales) Wells Fargo U.S. Treasury $1,352,549 - Allocation Fund - $ 3,989,904 (97 Purchases, 44 Sales) Wells Fargo Wellsfunds- $9,580,609 - Asset Allocation (36 Purchases) Wells Fargo Wellsfunds-Growth $3,651,452 - Stock Fund (39 Purchases) Wells Fargo Wellsfunds- $2,887,810 - S&P 500 Fund (31 Purchases) Wells Fargo Wellsfunds- $3,914,525 - U.S. Treasury Allocation (34 Purchases) R-12A 28 Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(d) Supplemental Schedule of Reportable Transactions For the Year Ended December 31, 1993 (Continued) (h)Current (f)Expense value of asset (e)Lease incurred with (g)Cost on transaction (i)Net gain rental transaction of asset date or (loss) Series (iii) reportable transactions - series of transactions in excess of 5% of Plan assets: - - $2,253,629 $ 2,253,629 - - - $8,736,684 $10,255,368 $1,518,684 - - $4,121,645 $ 4,121,645 - - - $2,772,041 $ 3,438,205 $ 666,164 - - $2,888,647 $ 3,226,972 $ 338,325 - - $1,352,549 $ 1,352,549 - - - $3,437,717 $ 3,989,904 $ 552,187 - - $9,580,609 $ 9,580,609 - - - $3,651,452 $ 3,651,452 - - - $2,887,810 $ 2,887,810 - - - $3,914,525 $ 3,914,525 - R-12A-1 29 Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(d) Supplemental Schedule of Reportable Transactions For the Year Ended December 31, 1993 (b)Description of assets (include interest (a)Identity of rate and maturity (c)Purchase (d)Selling party involved in case of a loan) price price Series (i) reportable transactions - single transactions in excess of 5% of Plan assets: Wells Fargo Asset Allocation - $9,034,485 Fund (1 Sale) Wells Fargo Growth Stock - $3,143,840 Fund (1 Sale) Wells Fargo S&P 500 Stock - $2,673,025 Fund (1 Sale) Wells Fargo U.S. Treasury - $3,172,613 Allocation Fund (1 Sale) Wells Fargo Wellsfunds- $9,033,350 - Asset Allocation (1 Purchase) Wells Fargo Wellsfunds-Growth $3,143,058 - Stock Fund (1 Purchase) Wells Fargo Wellsfunds- $2,673,024 - S&P 500 Fund (1 Purchase) Wells Fargo Wellsfunds- $3,174,538 - U.S. Treasury Allocation (1 Purchase) R-12B 30 Wyman-Gordon Company Savings/Investment Plan Additional Information for Item 30(d) Supplemental Schedule of Reportable Transactions For the Year Ended December 31, 1993 (Continued) (h)Current (f)Expense value of asset (e)Lease incurred with (g)Cost on transaction (i)Net gain rental transaction of asset date or (loss) Series (i) reportable transactions - single transactions in excess of 5% of Plan assets: - - $7,663,813 $9,034,485 $1,370,672 - - $2,519,206 $3,143,849 $ 624,643 - - $2,383,933 $2,673,025 $ 289,092 - - $2,693,666 $3,172,613 $ 478,947 - - $9,033,350 $9,033,350 - - - $3,143,058 $3,143,058 - - - $2,673,024 $2,673,024 - - - $3,174,538 $3,174,538 - R-12B-1