SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 11-K
X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 For the year ended December 31, 1994
or
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the transition period from---to---
Commission File Number 1-14416
A. Full title of the plan and address of the plan, if different from
that of the issuer named below:
FAHNESTOCK & CO.,INC. 401(k) PLAN
110 Wall Street
New York, New York 10005
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
FAHNESTOCK VINER HOLDINGS INC.
P.O. Box 16, Suite 1204
181 University Avenue
Toronto, Ontario, Canada M5H 3M7
REQUIRED INFORMATION
ITEM 1. Not applicable
ITEM 2. Not applicable
ITEM 3. Not applicable
ITEM 4. Financial Statements and Supplemental Information
FAHNESTOCK & CO.,INC. 401(k) PLAN
FINANCIAL STATEMENTS and SCHEDULE
December 31, 1994 and 1993
INDEX
Page(s)
Report of Independent Accountants
Financial Statements:
Statements of Net Assets Available for Benefits
as of December 31, 1994 and 1993
Statement of Changes in Net Assets Available for
Benefits for the Year Ended December 31, 1994
Notes to Financial Statements
Supplemental Schedule:
Schedule I - Item 27a - Schedule of Assets Held
for Investment as of December 31, 1994
REPORT of INDEPENDENT ACCOUNTANTS
To the Trustees of the Fahnestock & Co.,Inc.
401(k) Plan:
We have audited the accompanying statements of net assets
available for benefits of FAHNESTOCK & CO.,INC. 401(k) PLAN
(the "Plan") as of December 31, 1994 and 1993, and the related
statement of changes in net assets available for benefits for
the year ended December 31, 1994. These financial statements
are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the net assets
available for benefits of the Plan as of December 31, 1994 and
1993, and the changes in its net assets available for benefits
for the year ended December 31, 1994, in conformity with
generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion
on the basic financial statements taken as a whole. The
supplemental schedule as listed on the accompanying index is
presented for the purpose of additional analysis and is not a
required part of the basic financial statements, but is
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
benefits and the statement of changes in net assets available
for benefits is presented for purposes of additional analysis
rather than to present the net assets available for benefits
and changes in net assets available for benefits of each fund.
The supplemental schedule 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.
New York, New York
June 15, 1995.
FAHNESTOCK & CO.,INC. 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994 AND 1993
Page 1 of 2
Money Vanguard
Equity Bond Market Index
Fund Fund Fund Trust
ASSETS:
Investments,
at fair value $10,276,424 $1,578,192 $3,385,998 $735,620
Contributions
receivable from
Fahnestock & Co.,Inc. - - - -
Loans receivable
from participants - - - -
Accrued income
receivable - 36,296 - -
Net assets available
for benefits $10,276,424 $1,614,488 $3,385,998 $735,620
FAHNESTOCK & CO.,INC 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS - CONTINUED
DECEMBER 31, 1994 AND 1993
Page 2 of 2
Fahnestock
Viner
Holdings Inc.
Common Loans to Total Total
Stock participants 1994 1993
ASSETS:
Investments,
at fair value $2,163,707 - $18,139,941 $16,263,480
Contributions
receivable from
Fahnestock & Co.,Inc. 56,927 - 56,927 141,207
Loans receivable
from participants - $438,730 438,730 406,343
Accrued income
receivable - - 36,296 26,592
Net assets available
for benefits $2,220,634 $438,730 $18,671,894 $16,837,622
The accompanying notes are an integral part of these financial statements.
FAHNESTOCK & CO.,INC. 401(k) PLAN
STATEMENT of CHANGES in NET ASSETS AVAILABLE for BENEFITS
For the year ended December 31, 1994
Page 1 of 2
Money Vanguard
Equity Bond Market Index
Fund Fund Fund Trust
Additions to net assets attributed to:
Investment income:
Net realized and
unrealized gains
(losses) on
investments $(396,454) $(211,781) - $ 4,682
Interest 14,761 122,435 75,524 -
Dividends 184,379 3,786 48,540 -
Net investment income (197,314) (85,560) 124,064 4,682
Contributions:
Participants 1,855,030 237,015 277,419 133,961
Employer - - 950,438 -
Total contributions and
net investment income 1,657,716 151,455 1,351,921 138,643
Deductions from net assets attributed to:
Benefits paid to
participants (488,074) (81,304) (303,057) (26,489)
Net increase prior to
interfund transfers 1,169,642 70,151 1,048,864 112,154
Interfund transfers,
including loan repayments 581,335 33,398 (1,580,121) 94,135
Net increase (decrease) 1,750,977 103,549 (531,257) 206,289
Net assets available for benefits:
Beginning of year 8,525,447 1,510,939 3,917,255 529,331
End of year $10,276,424 $1,614,488 $3,385,998 $735,620
FAHNESTOCK & CO.,INC. 401(k) PLAN
STATEMENT of CHANGES in NET ASSETS AVAILABLE FOR BENEFITS - CONTINUED
For the year ended December 31, 1994
Page 2 of 2
Fahnestock
Viner
Holdings Inc.
Common Loans to Total
Stock Participants 1994
Additions to net assets attributed to:
Investment income:
Net realized and
unrealized gains
(losses) on
investments $ (625,743) - $(1,229,296)
Interest - $ 32,697 245,417
Dividends - - 236,705
Net investment income (625,743) 32,697 (747,174)
Contributions:
Participants - - 2,503,425
Employer 56,927 - 1,007,365
Total contributions and
net investment income (568,816) 32,697 2,763,616
Deductions from net assets attributed to:
Benefits paid to participants - (30,420) (929,344)
Net increase prior to
interfund transfers (568,816) 2,277 1,834,272
Interfund transfers,
including loan repayments 841,143 30,110 -
Net increase (decrease) 272,327 32,387 1,834,272
Net assets available for benefits:
Beginning of year 1,948,307 406,343 16,837,622
End of year 2,220,634 438,730 18,671,894
The accompanying notes are an integral part of these financial statements.
FAHNESTOCK & CO.,INC. 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 1994
1. Description of the Plan:
The following is a description of the Fahnestock & Co., Inc. 401(k)
Plan (the "Plan"):
General:
The Plan was established on January 1, 1987 and was amended and
restated to add a profit-sharing provision effective January 1,
1991. The Plan was subsequently amended effective January 1,
1994 to change the rates used in computing the discretionary
profit sharing contribution from Fahnestock & Co., Inc. (the
"Company"). Employees of the Company who are 21 and have
completed one year of service shall be eligible to receive an
allocation of the discretionary profit sharing contribution.
Employees of the Company who are 21 and have completed six
months of service shall be eligible to make elective deferrals
into the Plan.
Allocation provisions:
Under the terms of the Plan, the individual makes all investment
decisions with respect to his/her account balance, subject to
available investment alternatives. These include the Equity
Fund, the Bond Fund, the Money Market Fund, an S&P 500 Equity Index
Fund, and the common stock of Fahnestock Viner Holdings Inc.
("Holdings"), the Company's parent.
Company Contributions:
As discussed above, the Company may contribute to the Plan a
discretionary profit-sharing amount (the "Employer Regular
Contribution"). The Employer Regular Contribution is determined
by its Board of Directors and is subject to guidelines set forth
in the Plan description.
Employer Regular Contributions for the year ending December 31,
1994 were determined as follows:
2.2% of the first $30,000 of a participant's compensation;
4.0% of the next $20,000 of a participant's compensation;
4.5% of the next $30,000 of a participant's compensation;
1.3% of the next $30,000 of a participant's compensation; and
0% above $110,000 of a participant's compensation.
Should participants elect to receive their Employer Regular
Contribution in the form of common stock of Holdings, the
Company may make an additional contribution of Holdings common
stock equal in market value to 15 percent of the purchase price
of the common stock ("the Employer Stock Contribution"). For
the year ended December 31, 1994 approximately $57,000 was
contributed by the Company under this provision.
Employees may make salary deferral contributions of up to 14% of
compensation. Such deferrals for a participant could not exceed
$9,240 for the plan year ended December 31, 1994.
Vesting:
All participants are immediately and fully vested in all
Employee Elective Deferrals and the income derived from the
investment of such contributions.
Participants will be vested in Employer Regular Contributions
and the income derived from their investments upon the completion
of service with the Company or an affiliate at the following rate:
Less than 3 years of service 0%
After 3 years of service 20%
After 4 years of service 40%
After 5 years of service 60%
After 6 years of service 80%
After 7 years of service 100%
All years of service with the Company or an affiliate are
counted to determine a participant's nonforfeitable percentage
except years of service before the Plan was restated in 1991.
Participants will be 100 percent vested in Employer Stock
Contributions only upon completion of 5 years service.
At December 31, 1994, forfeited nonvested accounts totaled
approximately $180,000. These accounts will be used to reduce
future employer contributions. Also in 1994, employer contributions
were reduced by approximately $165,000 from forfeited nonvested accounts.
Qualified Matching and Qualified Non-Elective Contributions as
defined in the Plan document, if required, would be fully vested
when made.
Notwithstanding the vesting schedules specified above, with
respect to retirement, a Participant's right to his or her
accounts will be nonforfeitable upon the attainment of: the
later of age 65 or the fifth anniversary of the participation
commencement date; death; or disability, as defined.
Payment of Benefits:
Payment of vested benefits under the Plan will be made in the
event of a participant's termination of employment, death,
retirement, or financial hardship and may be paid in either a
lump-sum distribution or over a certain period of time as
determined by IRS rules or by participant election.
Loans to Participants:
Loans are made available to all participants. Loans must be
adequately collateralized using not more than fifty percent of
the participant's vested account balance, and bear an interest
rate of 8%. Loan and interest payments are applied against fund
balances from which proceeds were drawn unless otherwise
specified by the participant.
Income Tax Status:
The Internal Revenue Service has determined and informed the Company
by letter dated August 12, 1994, that the Plan is designed in
accordance with applicable sections of the Internal Revenue Code (IRC).
The Plan has not been amended since receiving the determination
letter, and the Plan administrator believes that the Plan is
currently being operated in compliance with the applicable
requirements of the IRC.
2. Significant Accounting Policies:
Securities transactions are recorded on a trade date basis with
gains and losses reflected in income.
Investments are stated at market value.
Assets held in money market accounts are valued at cost which
approximates market value.
The Plan presents in the statement of changes in net assets
available for benefits the net appreciation (depreciation) in
the market value of its investments which consists of the realized
gains or losses and the unrealized appreciation (depreciation)
on those investments.
3. Related Parties:
The Company acts as investment advisor, administrator and
custodian of the Plan assets, executes the Plan's transactions,
and provides accounting and other administrative services for
which no charge is made to the Plan. The Trustees of the Plan
are also officers and directors of the Company.
4. Subsequent Event:
Effective January 5, 1995, the assets of the Reich & Co. 401(k)
plan, approximately $685,000, were transferred into the Plan.
Reich & Co., a wholly owned subsidiary of the Company, was
acquired by the Company on December 31, 1993. The Reich & Co.
401(k) plan will terminate subsequent to the transfer of its assets
to the Plan. In addition, subsequent to year end transfers among
funds were made. The composition of these transfers are described
as follows:
Amounts
Net Assets Transferred Adjusted
Available Transfers from Reich Net Assets
for Benefits Among & Co. Available
12/31/94 Funds 401(k) Plan for Benefits
Equity Fund $10,276,424 $ 65,528 $ 300,715 $10,642,667
Bond Fund 1,614,488 39,590 65,061 1,719,139
Money Market Fund 3,385,998 (754,673) 180,872 2,812,197
The Vanguard Group
Fund 735,620 62,849 114,129 912,598
Fahnestock Viner
Holdings Inc.
Common Stock 2,220,634 565,306 - 2,785,940
Loans to
Participants 438,730 21,400 23,768 483,898
$18,671,894 $ 0 $ 684,545 $19,356,439
5. Concentration of Investments:
The following are investments that represent 5% or more of net
assets available for plan benefits as of December 31, 1994:
Percent of
Net Assets
Available for
Investment Market Value Plan Benefits
Cortland Trust General Fund $ 5,094,436 27.28%
Fahnestock Viner Holdings Inc.
- Class A 2,022,500 10.83%
SCHEDULE 1
FAHNESTOCK & CO.,INC. 401(k) PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1994
Shares, Fair or
Units, or Stated
Description Face Value Cost Value
EQUITY FUND:
Cortland Trust General Fund 1,659,141 $1,659,141 $1,659,141
Common Stocks-
Adobe Systems Inc. 4,200 154,010 124,950
Archer-Daniels-Midland Co. 21,650 396,949 446,531
BankAmerica Corp. 800 39,802 31,600
Bay Network 6,000 148,913 175,500
Becton, Dickinson & Co. 1,800 69,296 86,400
Boise Cascade Corp. 5,500 156,473 147,125
CBS Inc. 2,175 132,829 120,169
Cadence Design Systems,Inc. 5,000 96,530 103,125
Canadian Pacific Ltd. 19,900 320,933 298,500
Century Communications Corp.
- Class A 27,116 224,153 203,370
Chrysler Corp. 8,100 383,286 396,900
Citicorp 4,600 121,826 190,325
Cognex Corp. 6,900 150,075 177,675
Enserch Corp. 19,400 292,989 254,625
Ethan Allen Interiors Inc. 4,600 100,904 111,550
Filenet Corp. 4,300 99,545 115,025
Ford Motor Co. 10,300 305,449 287,113
Fritz Companies Inc. 1,200 54,300 55,800
General Dynamics Corp. 6,100 269,161 265,350
Gillette Co. 2,900 186,864 217,137
INCO Ltd. 6,700 191,674 191,787
International Business Machines Corp.4,300 367,848 316,050
Kiddie Products Inc. 8,000 144,000 146,000
Lam Research Corp. 2,600 50,050 96,200
Lasermaster Technologies Inc. 2,700 42,862 18,225
Litton Industries Inc. 9,300 314,931 344,100
Mallinckrodt Group Inc. 2,300 74,025 68,713
Marriott International Inc. 4,300 91,638 120,938
Mercantile Stores Inc. 3,900 155,626 154,050
Moore Med Corp. 11,400 178,677 149,625
Motorola Inc. 5,000 176,881 290,000
Nac Re Corp. 6,000 152,935 201,000
Nations Bank Corp. 4,200 196,080 189,525
Scherer R.P. Corp. Del 1,600 44,266 72,600
Sybase Inc. 3,100 152,520 160,425
Upjohn Co. 3,300 100,844 101,475
Wells Fargo & Co. 300 36,958 43,500
Western Ohio Financial Corp. 5,600 101,500 82,600
Xerox Corp. 800 81,908 79,200
Total Common Stocks 6,359,510 6,634,783
Notes-
U.S. Treasury Notes, 7.25%,
due November 30, 1996 2,000,000 1,993,611 1,982,500
Total Equity Fund 10,012,262 10,276,424
BOND FUND:
Cortland Trust General Fund 49,302 49,302 49,302
Bond and Notes-
U.S. Treasury Bond, 6.25%,
due August 15, 2023 300,000 299,744 243,750
U.S. Treasury Notes, 7.50%,
due February 29, 1996 50,000 49,699 50,047
U.S. Treasury Notes, 7.625%,
due April 30, 1996 50,000 49,819 50,063
U.S. Treasury Notes, 7.875%,
due January 15, 1998 50,000 49,962 50,094
U.S. Treasury Notes, 7.875%,
due April 15, 1998 50,000 49,908 50,047
U.S. Treasury Notes, 6.75%,
due May 31, 1999 125,000 125,430 119,882
U.S. Treasury Notes, 6.875%
due July 31, 1999 300,000 300,136 288,843
U.S. Treasury Notes, 5.50%,
due April 15, 2000 150,000 151,925 135,187
U.S. Treasury Notes, 6.25%,
due February 15, 2003 310,000 315,827 280,259
U.S. Treasury Notes, 5.75%,
due August 15, 2003 300,000 300,839 260,718
Total Bonds and Notes 1,693,289 1,528,890
Total Bond Fund 1,742,591 1,578,192
FAHNESTOCK VINER HOLDINGS
INC. - CLASS A 323,600 2,268,013 2,163,707
VANGUARD INDEX TRUST FUND 17,119 730,938 735,620
MONEY MARKET FUND
Cortland Trust General Fund 3,385,993 3,385,993 3,385,998
LOANS TO PARTICIPANTS
Number Interest Maturity
Description of loans Rates Dates
Participant
loans 119 8% January 1994-
December 1997 0 438,730
Total assets held for investment $18,139,797 $18,578,671
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Trustees for the Fahnestock & Co.,Inc. 401(k) Plan have duly caused this
annual report to be signed on their behalf by the undersigned thereunto
duly authorized.
FAHNESTOCK & CO.,INC 401(k) PLAN
/S/ A.G. LOWENTHAL
Albert G. Lowenthal, as Trustee of the
Fahnestock & Co.,Inc. 401(k) Plan
Date: September 20, 1996
EXHIBIT INDEX
Exhibit No.
23 Consent of Coopers & Lybrand