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EXHIBIT 99e
THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
FINANCIAL STATEMENTS AS OF JUNE 30, 1998 (UNAUDITED) AND 1997 (UNAUDITED)
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THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
INDEX TO FINANCIAL STATEMENTS
Financial Statements-
Statement of Net Assets Available for Plan Benefits as of June 30, 1998
(unaudited)
Statement of Net Assets Available for Plan Benefits as of June 30, 1997
(unaudited)
Statement of Changes in Net Assets Available for Plan Benefits for the Year
Ended June 30, 1998 (unaudited)
Notes to Financial Statements
Schedule I - Items 15f - Schedule of Assets Held for Investment Purposes as of
June 30, 1998 (unaudited)
Schedule II - Item 15l - Schedule of Reportable Transactions for the Year Ended
June 30, 1998 (unaudited)
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THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
AS OF JUNE 30, 1998
(UNAUDITED)
Participant Directed
------------------------------------------------------------------------------
Common Short Investment
Stock Equity Index Term Balanced Contract
Fund Fund Fund Fund Fund Fund Total
---- ---- ---- ---- ---- ---- -----
INVESTMENTS, at fair value (Note 2):
Standard Products Company Stock Fund $ 5,165 $ -- $ -- $ -- $ -- $ -- $ 5,165
Vanguard/Windsor II -- 31,522 -- -- -- -- 31,522
Vanguard Index Trust-500 Portfolio -- -- 25,956 -- -- -- 25,956
Vanguard Money Market Reserves-Prime Portfolio -- -- -- 4,170 -- -- 4,170
Vanguard STAR Portfolio -- -- -- -- 9,177 -- 9,177
Vanguard Retirement Savings Trust -- -- -- -- -- 878 878
------- ------- ------- ------- ------- ------- -------
Total investments 5,165 31,522 25,956 4,170 9,177 878 76,868
------- ------- ------- ------- ------- ------- -------
RECEIVABLES
Employees' contributions 521 1,671 1,444 342 540 73 4,591
Interest and dividends 41 -- -- -- -- -- 41
------- ------- ------- ------- ------- ------- -------
Total receivables 562 1,671 1,444 342 540 73 4,632
------- ------- ------- ------- ------- ------- -------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 5,727 $33,193 $27,400 $ 4,512 $ 9,717 $ 951 $81,500
======= ======= ======= ======= ======= ======= =======
The accompanying notes are an integral part of the financial statements.
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THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
AS OF JUNE 30, 1997
(UNAUDITED)
Participant Directed
------------------------------------------------------------------------------
Common Short Investment
Stock Equity Index Term Balanced Contract
Fund Fund Fund Fund Fund Fund Total
---- ---- ---- ---- ---- ---- -----
INVESTMENTS, at fair value (Note 2):
Standard Products Company Stock Fund $ 1,129 $ -- $ -- $ -- $ -- $ -- $ 1,129
Vanguard/Windsor II -- 6,962 -- -- -- -- 6,962
Vanguard Index Trust-500 Portfolio -- -- 5,600 -- -- -- 5,600
Vanguard Money Market Reserves-Prime Portfolio -- -- -- 874 -- -- 874
Vanguard STAR Portfolio -- -- -- -- 2,183 -- 2,183
Vanguard Retirement Savings Trust -- -- -- -- -- 187 187
------- ------- ------- ------- ------- ------- -------
Total investments 1,129 6,962 5,600 874 2,183 187 16,935
------- ------- ------- ------- ------- ------- -------
RECEIVABLES
Employees' contributions 233 1,615 1,268 214 467 45 3,842
Interest and dividends 9 -- -- -- -- -- 9
------- ------- ------- ------- ------- ------- -------
Total receivables 242 1,615 1,268 214 467 45 3,851
------- ------- ------- ------- ------- ------- -------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 1,371 $ 8,577 $ 6,868 $ 1,088 $ 2,650 $ 232 $20,786
======= ======= ======= ======= ======= ======= =======
The accompanying notes are an integral part of the financial statements.
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THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE YEAR ENDED JUNE 30, 1998
(UNAUDITED)
Participant Directed
------------------------------------------------------------------------------
Common Short Investment
Stock Equity Index Term Balanced Contract
Fund Fund Fund Fund Fund Fund Total
---- ---- ---- ---- ---- ---- -----
ADDITIONS:
Employees' contributions $ 4,584 $19,985 $16,622 $ 4,126 $ 6,159 $ 690 $52,166
Net unrealized appreciation in fair value of
investments 15 2,951 3,577 -- 355 -- 6,898
Realized gains 58 -- -- -- -- -- 58
Interest and dividends 100 1,680 333 140 553 29 2,835
------- ------- ------- ------- ------- ------- -------
Total additions 4,757 24,616 20,532 4,266 7,067 719 61,957
------- ------- ------- ------- ------- ------- -------
DEDUCTIONS:
Benefit payments 401 -- -- 842 -- -- 1,243
------- ------- ------- ------- ------- ------- -------
Total deductions 401 0 0 842 -- -- 1,243
------- ------- ------- ------- ------- ------- -------
NET INCREASE 4,356 24,616 20,532 3,424 7,067 719 60,714
NET ASSETS AT BEGINNING OF YEAR 1,371 8,577 6,868 1,088 2,650 232 20,786
------- ------- ------- ------- ------- ------- -------
NET ASSETS AT END OF YEAR $ 5,727 $33,193 $27,400 $ 4,512 $ 9,717 $ 951 $81,500
======= ======= ======= ======= ======= ======= =======
The accompanying notes are an integral part of the financial statements.
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THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
NOTES TO FINANCIAL STATEMENTS
(1) SUMMARY OF PLAN
General
The Standard Products Company Collectively Bargained Savings and
Retirement Plan for the Employees of the Reid Division Covered by
the Collective Bargaining Agreement with United Steelworkers of
America Local No. 3586 (the Plan) was established on January 1,
1997. The Plan is a defined contribution plan covering all
employees who have completed the 60 day union probationary period
and are covered by the collective bargaining agreement between the
United Steelworkers of America Local No. 3586 and The Standard
Products Company (the Company). The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974
(ERISA).
Administration
The Plan is administered by The Standard Products Collectively
Bargained Savings and Retirement Plan Committee. The Plan has a
trust agreement with the Vanguard Fiduciary Trust Company (the
Trustee) to act as trustee and recordkeeper of the Plan's assets.
Contributions
Each year, participants may contribute up to 10 percent of their
pretax compensation. There is no employer matching provision in
the Plan.
Participant Accounts
Each participant's account is credited with the participant's
contributions and the earnings of their investment funds.
Vesting
The participants are immediately vested in their contributions
plus actual earnings thereon.
Investment Options
Upon enrollment in the Plan, a participant may direct employee
contributions in 10 percent increments to any of six investment
options.
Company Common Stock Fund - This fund invests in the Standard
Products Company Stock Fund.
Equity Fund - This fund invests in the Vanguard/Windsor II Fund
which consists of investments in a diversified group of
out-of-favor stocks of large-capitalization companies.
Index Fund - This fund invests in the Vanguard Index Trust-500
Portfolio which consists of investments in all of the 500
stocks that make up the Standard & Poor's 500 Composite Stock
Price Index.
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THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
NOTES TO FINANCIAL STATEMENTS
(Continued)
Short Term Investment Fund - This fund invests in the Vanguard
Money Market Reserves-Prime Portfolio which consists of
investments in short-term, high-quality money market
instruments.
Balanced Fund - This fund invests in the Vanguard STAR
Portfolio which consists of investments in nine Vanguard funds:
six stock funds, two bond funds, and one money market fund.
Investment Contract Fund - This fund invests in the Vanguard
Retirement Savings Trust which consists of investment contracts
backed by financial institutions or by high-quality bonds and
bond mutual funds owned by the Trust.
Payment of Benefits
In the event of retirement, death, termination, permanent
disability or other separation from service, participants shall be
entitled to receive an amount equal to the value of the vested
interest in their accounts. Payment of benefits may be taken in a
lump sum cash distribution or in various annuity options.
Termination of the Plan
Although it has not expressed any intent to do so, the Company has
the right, under the Plan, to terminate the Plan subject to the
provisions of ERISA.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements are prepared on the accrual
basis of accounting.
Investments
The accompanying statements of net assets available for plan
benefits reflect the Plan's investments at their fair market
values as of June 30, 1998 and 1997. Net change in realized and
unrealized appreciation and depreciation of investments is
reflected as an adjustment of the Plan's equity balance in the
accompanying statement of changes in net assets available for plan
benefits. A summary of the Plan's investments at June 30, 1998, is
presented in Schedule I.
Purchases and sales of securities are recorded on a trade-date
basis. Interest income is recognized when earned. Dividends are
recorded on the ex-dividend date.
Administrative Expenses
The Company pays the administrative expenses of the Plan,
including any expenses and fees of the Trustee.
Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
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THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
NOTES TO FINANCIAL STATEMENTS
(Continued)
(3) FEDERAL INCOME TAXES
The Plan intends to apply for a favorable determination from the
Internal Revenue Service on the qualification of the Plan under the
Internal Revenue Code (IRC). The Plan administrator believes that the
Plan is designed and is currently being operated in compliance with
the applicable requirements of the IRC.
(4) RELATED-PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by the
trustee. There have been no known prohibited transactions with a
party-in-interest.
(5) RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for
benefits according to the financial statements to Form 5500:
June 30,
---------------------
1998 1997
---- ----
Net assets available for benefits per the
Financial statements $81,500 $20,786
Amounts allocated to withdrawing participants 4,729 0
------- -------
Net assets available for benefits per Form 5500 $76,771 $20,786
======= =======
The following is a reconciliation of benefits paid to participants
according to the financial statements to Form 5500:
Year Ended
June 30, 1998
-------------
Benefits paid to participants per the financial
Statements $1,243
Add- Amounts allocated to withdrawing participants
at June 30, 1998 4,729
Less- Amounts allocated to withdrawing participants
at June 30, 1997 0
------
Benefits paid to participants per Form 5500 $5,972
======
Amounts allocated to withdrawing participants are recorded on Form
5500 for benefit claims that have been processed and approved for
payment prior to June 30 but not yet paid as of that date.
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SCHEDULE I
THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
EIN: 34-0549970 - PLAN: 017
ITEMS 15f - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF JUNE 30, 1998
(UNAUDITED)
Shares/
Par Value Description Cost Market
--------- ----------- ---- ------
342 *Standard Products Company Stock Fund $ 5,111 $ 5,165
965 *Vanguard/Windsor II 28,148 31,522
246 *Vanguard Index Trust-500 Portfolio 21,973 25,956
4,170 *Vanguard Money Market Reserves-Prime Portfolio 4,170 4,170
488 *Vanguard STAR Portfolio 8,748 9,177
878 *Vanguard Retirement Savings Trust 878 878
------- -------
Total $69,028 $76,868
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*Represents a party-in-interest
The accompanying notes are an integral part of this schedule.
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SCHEDULE II
THE STANDARD PRODUCTS COMPANY
COLLECTIVELY BARGAINED SAVINGS AND RETIREMENT PLAN
FOR THE EMPLOYEES OF THE REID DIVISION COVERED BY THE
COLLECTIVE BARGAINING AGREEMENT WITH UNITED
STEELWORKERS OF AMERICA LOCAL NO. 3586
EIN: 34-0549970 - PLAN: 017
Item 15l - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED JUNE 30, 1998
(UNAUDITED)
During the year ended June 30, 1998, the Plan had the following "reportable
transactions", as defined, involving an amount in excess of 5% of the net
assets available for plan benefits at the beginning of the year, July 1,
1997:
Shares/ Purchase Cost/ Historical Gain
Par Value Description Sale Proceeds Cost (Loss)
--------- ----------- ------------- ---- ------
*Standard Products Company Stock
Fund-
23 Sales 402 332 70
283 Purchases 4,364 4,364 N/A
*Vanguard/Windsor II-
713 Purchases 21,609 21,609 N/A
*Vanguard STAR Portfolio-
362 Purchases 6,639 6,639 N/A
*Vanguard Index Trust-500 Portfolio-
179 Purchases 16,779 16,779 N/A
*Vanguard Money Market Reserves-
Prime Portfolio-
842 Sales 842 842 -
4,138 Purchases 4,138 4,138 N/A
Individual Transactions:
*Vanguard Index Trust-500 Portfolio-
15 Purchases 7/11/97 1,268 1,268 -
13 Purchases 9/12/97 1,123 1,123 -
14 Purchases 10/7/97 1,319 1,319 -
15 Purchases 11/14/97 1,310 1,310 -
15 Purchases 12/8/97 1,365 1,365 -
18 Purchases 1/15/98 1,590 1,590 -
14 Purchases 2/18/98 1,306 1,306 -
13 Purchases 3/12/98 1,326 1,326 -
15 Purchases 4/17/98 1,543 1,543 -
10 Purchases 5/14/98 1,070 1,070 -
22 Purchases 6/4/98 2,209 2,209 -
*Vanguard/Windsor II-
57 Purchases 7/11/97 1,615 1,615 -
45 Purchases 8/11/97 1,299 1,299 -
46 Purchases 9/12/97 1,356 1,356 -
57 Purchases 10/7/97 1,768 1,768 -
53 Purchases 11/14/97 1,565 1,565 -
52 Purchases 12/8/97 1,627 1,627 -
53 Purchases 12/12/97 1,489 1,489 -
72 Purchases 1/15/98 1,981 1,981 -
56 Purchases 2/18/98 1,676 1,676 -
48 Purchases 3/12/98 1,488 1,488 -
54 Purchases 4/17/98 1,789 1,789 -
39 Purchases 5/14/98 1,274 1,274 -
77 Purchases 6/4/98 2,492 2,492 -
*Represents a party-in-interest
The accompanying notes are an integral part of this schedule.
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