-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T+owhk5NZYhAw+iRe5+Dml7igy2986SxZ9o19JLezj8wvbbPTEg4vDpdPetOkvV5 2uromfyNoBzHdUHXulAd6Q== 0000912057-96-007164.txt : 19960429 0000912057-96-007164.hdr.sgml : 19960429 ACCESSION NUMBER: 0000912057-96-007164 CONFORMED SUBMISSION TYPE: 10-K405/A PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 19951031 FILED AS OF DATE: 19960426 SROS: CSX SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: DEERE & CO CENTRAL INDEX KEY: 0000315189 STANDARD INDUSTRIAL CLASSIFICATION: FARM MACHINERY & EQUIPMENT [3523] IRS NUMBER: 362382580 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 10-K405/A SEC ACT: SEC FILE NUMBER: 001-04121 FILM NUMBER: 96551758 BUSINESS ADDRESS: STREET 1: JOHN DEERE RD CITY: MOLINE STATE: IL ZIP: 61265 BUSINESS PHONE: 3097658000 10-K405/A 1 10-K405/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -------------- FORM 10-K405/A -------------- AMENDMENT NO. 1 TO ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED OCTOBER 31, 1995 Commission file number 1-4121 DEERE & COMPANY (Exact name of registrant as specified in its charter) DELAWARE 36-2382580 (State of incorporation) (IRS Employer Identification No.) JOHN DEERE ROAD, MOLINE, ILLINOIS 61265 (309) 765-8000 (Address of principal executive offices) (Zip Code) (Telephone Number) SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED Common stock, $1 par value New York Stock Exchange Chicago Stock Exchange Frankfurt, Germany Stock Exchange 5-1/2% Convertible Subordinated Debentures Due 2001 New York Stock Exchange 8-1/4% Notes Due 1996 New York Stock Exchange 9-1/8% Notes Due 1996 New York Stock Exchange 8.95% Debentures Due 2019 New York Stock Exchange 8-1/2% Debentures Due 2022 New York Stock Exchange SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT: NONE Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No___ Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X] The aggregate quoted market price of voting stock of registrant held by nonaffiliates at December 31, 1995 was $9,218,374,986. At December 31, 1995, 262,301,214 shares of common stock, $1 par value, of the registrant were outstanding. Documents Incorporated by Reference. Portions of the proxy statement for the annual meeting of stockholders to be held on February 28, 1996 are incorporated by reference in Part III. =============================================================================== Page 1 of 48 Index To Exhibits on Page 3 Pursuant to Rule 15d-21 under the Securities Exchange Act of 1934, the undersigned registrant (the "Registrant") hereby amends the following items, financial statements, exhibits or other portions of its Annual Report on Form 10-K405 for the fiscal year ended October 31, 1995 to include the information and financial statements required by Form 11-K with respect to The John Deere Savings and Investment Plan and The John Deere Tax Deferred Savings Plan For Hourly and Incentive Paid Employees (the "Plans") for the year ended October 31, 1995 as set forth in the pages attached hereto: Index to Exhibits and Exhibits revised to add Exhibits 23.2, 23.3, 99.3 and 99.4, copies of which are attached, consisting of the Consents of the Independent Auditors, Independent Auditors' Report, and the Audited Financial Statements, Notes to Financial Statements, and Supplemental Schedules of the Plans. 2 INDEX TO EXHIBITS
Exhibit Page 3.1 Certificate of incorporation, as amended*** 3.2 Certificate of Designation Preferences and Rights of Series A Participating Preferred Stock (Exhibit 3.2 to Form 10-Q of registrant for the period ended April 30, 1993*) 3.3 By-laws, as amended (Exhibit 3 to Form 10-Q of registrant for the period ended April 30, 1995*) 4.1 Indenture dated February 15, 1991 between registrant and Citibank, N.A., as Trustee. (Exhibit 4.1 to Form 10-Q of registrant for the quarter ended April 30, 1993*) 4.2 Credit agreements among registrant, John Deere Capital Corporation, various financial institutions, and Chemical Bank, The Chase Manhattan Bank (National Association), Bank of Americas National Trust and Savings Association, Deutsche Bank AG, and The Toronto Dominion Bank, as Managing Agents, dated as of April 5, 1995 (Exhibit 4.1(a) and 4.1(b) to 1993 Form 10-Q of registrant for the period ended April 30, 1995*) 4.3 Credit agreements among John Deere Limited, John Deere Finance Limited, various financial institutions and The Toronto-Dominion Bank as agent, dated as of April 5, 1995 (Exhibit 4.2(a) and 4.2(b) to Form 10-Q of registrant for the quarter ended April 30, 1995*) 4.4 Form common stock certificates (Exhibit 4.4 to Form 10-Q of registrant for the quarter ended April 30, 1993*) 4.5 Rights Agreement dated as of December 9, 1987 as amended between registrant and Morgan Shareholder Services Trust Company (Exhibit 4.5 to Form 10-Q of registrant for the quarter ended April 30, 1993*) 4.6 First Amendment to Rights Agreement, dated as of February 28, 1990 between registrant and First Chicago Trust Co. of New York (Exhibit 4.6 to Form 10-Q of registrant for the quarter ended April 30, 1993*) 4.7 Second Amendment to Rights Agreement, dated as of March 1, 1991 between registrant and First Chicago Trust Co. of New York (Exhibit 4.7 to Form 10-Q of registrant for the quarter ended April 30, 1993*) Certain instruments relating to long-term debt constituting less than 10% of the registrant's total assets, are not filed as exhibits herewith pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K. The registrant will file copies of such instruments upon request of the Commission.
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Exhibit Page 9. Not applicable 10.1 Agreement dated May 11, 1993 between registrant and John Deere Capital Corporation concerning agricultural retail notes (Exhibit 10.1 to Form 10-Q of registrant for the quarter ended April 30, 1993*) 10.2 Agreement dated May 11, 1993 between registrant and John Deere Capital Corporation relating to lawn and grounds care retail notes (Exhibit 10.2 to Form 10-Q of registrant for the quarter ended April 30, 1993*) 10.3 Agreement dated May 11, 1993 between John Deere Industrial Equipment Company, a wholly-owned subsidiary of registrant and John Deere Capital Corporation concerning industrial retail notes (Exhibit 10.3 to Form 10-Q of registrant for the quarter ended April 30, 1993*) 10.4 Agreement dated January 26, 1983 between registrant and John Deere Capital Corporation relating to agreements on retail notes with United States sales branches (Exhibit 10.4 to Form 10-Q of registrant for the quarter ended April 30, 1993*) 10.5 John Deere Supplemental Pension Benefit Plan, as amended May 26, 1993. (Exhibit 10.5 to Form 10-Q of registrant for the quarter ended April 30, 1993*)** 10.6 1986 John Deere Stock Option Plan (Exhibit 10.7 to Form 10-Q of registrant for the quarter ended April 30, 1993*)** 10.7 1991 John Deere Stock Option Plan (Exhibit 10.8 to Form 10-Q of registrant for the quarter ended April 30, 1993*)** 10.8 Deere & Company Voluntary Deferred Compensation Plan (Exhibit 10.9 to Form 10-Q of registrant for the quarter ended April 30, 1993*)** 10.9 John Deere Restricted Stock Plan (Exhibit 10.10 to Form 10-Q of registrant for the quarter ended April 30, 1993*)** 10.10 1993 Nonemployee Director Stock Ownership Plan (Exhibit to Notice and Proxy Statement of registrant for the annual shareholder meeting on February 24, 1993*)**
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Exhibit Page 10.11 John Deere Performance Bonus Plan (Exhibit A to Notice and Proxy Statement of registrant for the annual shareholder meeting on February 22, 1995*)** 10.12 John Deere Equity Incentive Plan (Exhibit B to Notice and Proxy Statement of registrant for the annual shareholder meeting on February 22, 1995*)** 11. Computation of net income per share*** 12. Computation of ratio of earnings to fixed charges*** 13. Not applicable 16. Not applicable 18. Not applicable 21. Subsidiaries*** 22. Not applicable 23.1 Consent of Deloitte & Touche LLP with respect to the Independent Audit Report for the October 31, 1995 financial statements of Deere & Company*** 23.2 Consent of Deloitte & Touche LLP with respect to the Independent Audit Report for the John Deere Savings and Investment Plan 8 23.3 Consent of Deloitte & Touche LLP with respect to the Independent Audit Report for the John Deere Tax Deferred Savings Plan For Hourly and Incentive Paid Employees 9 24. Not applicable 27. Financial Data Schedule*** 28. Not applicable 99.1 Press Release dated December 9, 1987 announcing adoption of Shareholder Rights Plan (Exhibit 99.1 to Form 10-Q of registrant for the quarter ended April 30, 1993*)
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Exhibit Page 99.2 Form of Letter to Shareholders dated December 10, 1987 describing Shareholder Rights Plan (Exhibit 99.2 to Form 10-Q of registrant for the quarter ended April 30, 1993*) 99.3 John Deere Savings And Investment Plan 10 Independent Auditors' Report Statements of Net Assets Available For Benefits as of October 31, 1995 and 1994 Statements of Changes in Net Assets Available For Benefits for the years ended October 31, 1995 and 1994 Notes to Financial Statements Supplemental Schedules 99.4 John Deere Tax Deferred Savings Plan For Hourly And Incentive Paid Employees 30 Independent Auditors' Report Statements of Net Assets Available For Benefits as of October 31, 1995 and 1994 Statements of Changes in Net Assets Available For Benefits for the years ended October 31, 1995 and 1994 Notes to Financial Statements Supplemental Schedules
*Incorporated by reference. Copies of these exhibits are available from the Company upon request. **Compensation plan or arrangement filed as an exhibit pursuant to Item 14(c) of Form 10-K. ***Copies of these exhibits were filed with the Commission with the original Annual Report of the Company on Form 10-K405 for the fiscal year ended October 31, 1995. 6 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this amendment to its Annual Report on Form 10-K405 to be signed on its behalf by the undersigned, thereunto duly authorized. DEERE & COMPANY By: /s/ M. S. Plunkett ------------------ M. S. Plunkett Senior Vice President Date: April 25, 1996 7
EX-23.2 2 EXHIBIT 23.2 Exhibit 23.2 INDEPENDENT AUDITORS' CONSENT Deere & Company: We consent to the incorporation by reference in Registration Statements No. 2-90384, 33-55549 and 33-49742 of Deere & Company on Form S-8 of our report dated April 22, 1996 relating to the John Deere Savings and Investment Plan, appearing in this Annual Report on Form 10-K of Deere & Company for the year ended October 31, 1995. /s/ DELOITTE & TOUCHE LLP - -------------------------- DELOITTE & TOUCHE LLP Chicago, Illinois April 22, 1996 8 EX-23.3 3 EXHIBIT 23.3 Exhibit 23.3 INDEPENDENT AUDITORS' CONSENT Deere & Company: We consent to the incorporation by reference in Registration Statements No. 33-15949 and 33-49740 of Deere & Company on Form S-8 of our report dated April 22, 1996 relating to the John Deere Tax Deferred Savings Plan for Hourly and Incentive Paid Employees, appearing in this Annual Report on Form 10-K of Deere & Company for the year ended October 31, 1995. /s/ DELOITTE & TOUCHE LLP - -------------------------- DELOITTE & TOUCHE LLP Chicago, Illinois April 22, 1996 9 EX-99.3 4 EXHIBIT 99.3 Exhibit 99.3 JOHN DEERE SAVINGS AND INVESTMENT PLAN FINANCIAL STATEMENTS FOR THE YEARS ENDED OCTOBER 31, 1995 AND 1994 AND SUPPLEMENTAL SCHEDULES FOR THE YEAR ENDED OCTOBER 31, 1995 AND INDEPENDENT AUDITORS' REPORT * * * * * * * * * * * * 10 JOHN DEERE SAVINGS AND INVESTMENT PLAN TABLE OF CONTENTS Page Independent Auditors' Report....................... 2 Financial Statements for the Years Ended October 31, 1995 and 1994: Statements of Net Assets Available for Benefits 3 Statements of Changes in Net Assets Available for Benefits.................................... 4 Notes to Financial Statements..................... 5 Supplemental Schedules:........................... 13 Item 27a - Schedule of Assets Held for Investment Purposes at October 31, 1995 Item 27d - Schedule of Reportable Transactions for the Year Ended October 31, 1995 Supplemental Schedules Omitted As Not Applicable: Item 27a - Schedule of Assets Held for Investment Purposes (Investment Assets Which Were Acquired and Disposed of Within the Plan Year) Item 27b - Schedule of Loans or Fixed Income Obligations Item 27c - Schedule of Leases in Default or Classified as Uncollectible Item 27e - Schedule of Nonexempt Transactions 11 INDEPENDENT AUDITORS' REPORT Deere & Company: We have audited the accompanying statements of net assets available for benefits of the John Deere Savings and Investment Plan as of October 31, 1995 and 1994, and the related statements of changes in net assets available for 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of October 31, 1995 and 1994, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules listed on page 1 are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the Plan's management. Such schedules have been subjected to the auditing procedures applied in the audits of the basic 1995 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. Deloitte & Touche LLP Chicago, Illinois April 22, 1996 12 JOHN DEERE SAVINGS AND INVESTMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS OCTOBER 31, 1995 AND 1994 (IN THOUSANDS OF DOLLARS) _______________________________________________________________________________
1995 1994 ---- ---- ASSETS Investments - at fair value: Deere & Company Common Stock Fund $ 50,482 $ 51,645 Blended Interest Fund 375,993 297,558 Fidelity U.S. Equity Index Portfolio 107,569 79,684 Fidelity Puritan Fund 50,145 41,000 Fidelity Intermediate Bond Fund 2,520 1,511 Fidelity Magellan Fund 131,711 88,044 Fidelity Overseas Equity Fund 19,543 20,468 Fidelity Retirement Money Market Portfolio 6,787 4,766 Fidelity Equity Income Fund 5,353 2,216 Fidelity Growth Company Fund 13,359 2,886 Fidelity OTC Portfolio 8,720 2,091 Fidelity Asset Manager Fund 8,632 8,343 Fidelity Asset Manager: Growth Fund 11,693 12,188 Fidelity Asset Manager: Income Fund 1,643 1,721 Fidelity U.S. Government Reserve Pool 15,632 27,637 Loans to participants 17,700 17,048 _______ _______ Total 827,482 658,806 Contributions receivable 29 Due from broker 376 _______ _______ Total Assets 827,887 658,806 LIABILITIES Due to brokers 366 _______ _______ Net Assets Available for Benefits $827,887 $658,440 ======== ========
_______________________________________________________________________________ See Notes to Financial Statements. 13 JOHN DEERE SAVINGS AND INVESTMENT PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED OCTOBER 31, 1995 AND 1994 (IN THOUSANDS OF DOLLARS) _______________________________________________________________________________
Year Ended Year Ended October 31, 1995 October 31, 1994 ---------------- ---------------- ADDITIONS Investment income: Dividends $ 8,268 $ 15,187 Interest 25,507 23,584 -------- -------- Total 33,775 38,771 -------- -------- Net appreciation (depreciation) in fair value of investments 67,768 (9,920) -------- -------- Contributions: Employee 53,349 45,643 Employer 26,685 11,159 -------- -------- Total 80,034 56,802 -------- -------- Total 181,577 85,653 -------- -------- DEDUCTIONS Withdrawals 11,921 6,418 Loan cancellations 209 185 -------- -------- Total 12,130 6,603 -------- -------- Excess of additions over deductions 169,447 79,050 Net Assets Available for Benefits: Beginning of year 658,440 579,390 -------- -------- End of year $827,887 $658,440 ======== ========
_______________________________________________________________________________ See Notes to Financial Statements. 14 JOHN DEERE SAVINGS AND INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED OCTOBER 31, 1995 AND 1994 _______________________________________________________________________________ (1) DESCRIPTION OF PLAN The following is a general description of the John Deere Savings and Investment Plan (the Plan). This description applies to each of the years for which financial statements are presented. For a more complete description of the Plan's provisions, participants should refer to the Plan agreement. GENERAL The Plan was established July 1, 1984 by Deere & Company (the Company) for eligible employees of the Company and its subsidiaries. The purpose of the Plan is to encourage those employees to provide for their financial security through regular savings and to assist them through matching contributions from the Company's profits. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Expenses of the Plan are paid by the Company. ELIGIBILITY Employees are eligible to participate in the Plan if they are salaried employees on the United States payrolls of the Company or its participating subsidiaries. CONTRIBUTIONS An eligible employee may elect to enter into a written Salary Deferral Agreement (the Agreement) with the Company and agree to accept a reduction in compensation equal to any whole percentage of such compensation per payroll period, not to exceed 15 percent, up to a maximum amount established by the Internal Revenue Service. The maximum amount for the 1995 calendar year was $9,240. Employees may amend or revoke their Agreements as of the first day of any payroll period by completing a form established for that purpose. An amendment or revocation becomes effective with the first payroll period of the calendar month following receipt of the form by the administrator of the Plan. The Company's matching contributions to the Plan, which are made on a calendar-year basis, are determined by multiplying the participating employee's salary deferrals, up to a maximum of six percent of the employee's earnings, by a percentage determined in accordance with the Plan agreement. This percentage is based on the profitability of the Company in the preceding fiscal year ended October 31. The percentages applicable to the 1995 and 1994 calendar years were 100 percent and 45 percent, respectively. 15 Contributions are sent to the Plan Trustee on each payroll period ending date, or the last working day prior to that date if the latter is an unscheduled working day. Contributions are invested by the Trustee in the appropriate funds as soon as practicable following receipt. Monies may be held and invested by the Trustee in short-term investment funds until designated investments have been purchased. Each participant's account is credited with contributions by the participant together with earnings allocated daily among participants based on the ratio of their respective account balances as of the preceding day. Participants are immediately vested in their contributions plus allocated earnings and Company matching contributions. The salary deferrals and Company contributions are considered tax deferred under sections 401(a) and 401(k) of the Internal Revenue Code. FUND ELECTIONS Eligible employees enrolled in the Plan may elect to invest a percentage of their contributions, together with the matching contribution by the Company, in one or more funds in multiples of 10 percent. A description of the primary investments in each fund follows: The Deere & Company Common Stock Fund is invested in common stock of the Company. The Blended Interest Fund is invested in investment contracts issued by banks and insurance companies. The Fidelity U.S. Equity Index Portfolio is invested in the common stocks of the 500 companies that make up the Standard & Poor's 500 Stock Index. The Fidelity Puritan Fund is invested in dividend-paying common stocks and preferred stocks and interest-paying bonds of all types and qualities. The Fidelity Intermediate Bond Fund is invested in bonds rated BBB or better with an average maturity of between three and ten years. The Fidelity Magellan Fund is invested in a wide range of U.S. and foreign common stocks of all types of companies with growth potential. The Fidelity Overseas Equity Fund is invested in securities of companies located in the Americas (other than the U. S.), the Far East and Pacific Basin, and Western Europe. The Fidelity Retirement Money Market Portfolio is invested in debt instruments maturing in one year or less, including high-quality commercial paper, certificates of deposit, repurchase agreements and bankers' acceptances. 16 The Fidelity Equity Income Fund is invested in income-producing equity securities. The Fidelity Growth Company Fund is invested primarily in common stocks and convertibles of emerging growth companies. The Fidelity OTC Portfolio is invested primarily in common stocks of smaller companies that are traded in the over-the-counter securities market. The Fidelity Asset Manager Fund is invested in stocks, bonds and short-term instruments. The Fidelity Asset Manager: Growth Fund is invested in a higher level of income-producing stocks, bonds and short-term instruments. The Fidelity Asset Manager: Income Fund is invested in stocks, bonds, short-term instruments and other investments. A listing of the funds and the number of participants in each fund a October 31, 1995 and 1994 follows. The number of participants shown below includes both active participants and former employees who have elected deferred distributions.
NAME OF FUND NUMBER OF PARTICIPANTS ------------ ---------------------- 1995 1994 ---- ---- Deere & Company Common Stock Fund 4,707 4,252 Blended Interest Fund 9,354 9,113 Fidelity U.S. Equity Index Portfolio 4,310 4,093 Fidelity Puritan Fund 3,932 3,239 Fidelity Intermediate Bond Fund 480 307 Fidelity Magellan Fund 6,379 5,142 Fidelity Overseas Equity Fund 2,182 1,881 Fidelity Retirement Money Market Portfolio 828 534 Fidelity Equity Income Fund 812 290 Fidelity Growth Company Fund 1,444 453 Fidelity OTC Portfolio 1,039 346 Fidelity Asset Manager Fund 915 716 Fidelity Asset Manager: Growth Fund 1,154 966 Fidelity Asset Manager: Income Fund 296 174
17 LOANS Employees who participate in the Plan are eligible to borrow against the balances in their accounts. Loans must amount to at least $1,000 and are limited to the lesser of $50,000 (reduced by the participant's highest outstanding loan balance during the immediately preceding one year period) or 50 percent of their account balances on the effective dates of the loans, may not exceed 54 months in duration and are disbursed to applicants monthly. Repayment is intended to be made via semi-monthly payroll deductions. Interest is assessed at a rate which is determined after reviewing the published prime interest rate, the 5-year consumers' savings rate and the current yield of the Blended Interest Fund. Loans outstanding at October 31, 1995 have maturities ranging from November 1995 through October 2000 and bear interest at rates ranging from 7 percent to 10 percent per annum. There are no loans in default. DISTRIBUTIONS All distributions under the Plan are lump-sum. Distributions are not permitted while the participants are employed by the Company unless a distribution is required to meet legal requirements. Participants who have terminated employment with the Company or retired may elect an immediate distribution or may defer this distribution up to age 70 1/2. The beneficiary of a participant who died may elect a deferred distribution payable not later than five years after the participant's death. Distributions from the Deere & Company Common Stock Fund may be in cash or whole shares and residual cash. Distributions from all of the other funds are in cash. Effective January 1, 1996, four additional distribution options were made available to participants: (a) Level Sum Distribution: A specified dollar amount is distributed monthly. (b) Decremental Distribution: A decremental withdrawal is made over a specified period of time. (c) Unscheduled, Partial Distribution: Unscheduled amounts are distributed at the discretion of the participant. (d) Mandated Distribution After 70 1/2: By April 1 of the year following the year in which the participant turns 70 1/2, the participant must either take a lump sum distribution or begin systematic withdrawals which are actuarially determined. ADMINISTRATION The Company is Administrator of the Plan. Fidelity Management Trust Company (Fidelity), Boston, Massachusetts, is the Plan Trustee, Investment Manager and Recordkeeper. (2) AMENDMENTS Effective January 1, 1994, the Plan was amended to allow participants to invest their contributions in six additional investment funds. The new investment options are: Fidelity Equity Income Fund Fidelity Asset Manager Fund Fidelity Growth Company Fund Fidelity Asset Manager: Growth Fund Fidelity OTC Portfolio Fidelity Asset Manager: Income Fund 18 Effective March 1, 1994, the one year of service eligibility requirement to participate in the Plan was removed. Employees who desire to participate may do so in the month following employment. The Company acquired Homelite, Inc. on August 29, 1994. Prior to that time, Homelite employees participated in the Textron Savings Plan. Effective November 1, 1994, Homelite employees, both salaried and hourly, became eligible to participate in the John Deere Savings and Investment Plan. Special provisions relating to this group of employees are as follows: (a) A matching contribution on behalf of each Homelite employee will be determined by multiplying the eligible salary deferral contribution on their behalf for each payroll period in the Plan Year by 50%. (b) The loan provision is available to all eligible Homelite employees: (i) Loans to eligible Homelite employees will be made by Fidelity through the Fidelity Loan-by-Phone feature; (ii) No loan shall be made in an amount less than $500. (3) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Plan's financial statements have been prepared on the accrual basis. Investments in the Deere & Company Common Stock Fund are stated at fair value based on the closing sales prices reported on recognized securities exchanges on the last business day of the year. The twelve Fidelity mutual funds are valued at quoted market prices which represent the net asset values of shares held by the Plan at year-end. The fixed rate bank and investment contracts and short-term investment funds are stated at cost plus accrued interest, which approximates fair value. Loans to participants are stated at cost plus accrued interest which approximates fair value. Interest on bank and insurance contracts and short-term investment funds is occrued daily and credited to the funds at the end of each month. Dividends are accrued in the Deere & Company Common Stock Fund as of the record date and are reflected as an increase in the fund's net asset value on that day but are reported separately as dividends. Dividends in other funds are recorded on the day that they are declared (which is also the date of record) and are allocated to participants' accounts on that day. Earnings, including unrealized appreciation or depreciation in market value of investments, are allocated daily among participants based on the ratio of their respective account balances as of the close of the preceding day. 19 (4) BY FUND DISCLOSURE Contributions, withdrawals and loan cancellations, investment income and net appreciation (depreciation) in fair value of investments are provided by fund for the years ended October 31, 1995 and 1994 (in thousands of dollars): EMPLOYEE AND EMPLOYER CONTRIBUTIONS: 1995 1994 -------- -------- Deere & Company Common Stock Fund $ 3,416 $ 1,854 Blended Interest Fund 32,663 26,093 Fidelity U.S. Equity Index Portfolio 8,575 7,111 Fidelity Puritan Fund 7,175 4,827 Fidelity Intermediate Bond Fund 502 258 Fidelity Magellan Fund 14,924 10,696 Fidelity Overseas Equity Fund 3,301 2,102 Fidelity Retirement Money Market Portfolio 1,332 655 Fidelity Equity Income Fund 897 213 Fidelity Growth Company Fund 1,764 377 Fidelity OTC Portfolio 1,079 205 Fidelity Asset Manager Fund 1,648 884 Fidelity Asset Manager: Growth Fund 2,396 1,381 Fidelity Asset Manager: Income Fund 333 146 Other 29 0 -------- -------- Total contributions $80,034 $56,802 -------- -------- -------- --------
WITHDRAWALS AND LOAN CANCELLATIONS: 1995 1994 -------- -------- Deere & Company Common Stock Fund $ 697 $ 353 Blended Interest Fund 5,958 3,436 Fidelity U.S. Equity Index Portfolio 1,173 722 Fidelity Puritan Fund 720 359 Fidelity Intermediate Bond Fund 59 0 Fidelity Magellan Fund 1,703 818 Fidelity Overseas Equity Fund 278 93 Fidelity Retirement Money Market Portfolio 576 332 Fidelity Equity Income Fund 134 17 Fidelity Growth Company Fund 77 1 Fidelity OTC Portfolio 92 1 Fidelity Asset Manager Fund 85 145 Fidelity Asset Manager: Growth Fund 239 79 Fidelity Asset Manager: Income Fund 130 62 Loan Fund 209 185 -------- -------- Total withdrawals and loan cancellations $12,130 $ 6,603 -------- -------- -------- --------
20 INVESTMENT INCOME: 1995 1994 -------- -------- Deere & Company Common Stock Fund $ 1,605 $ 453 Blended Interest Fund 24,895 23,011 Fidelity U.S. Equity Index Portfolio 2,509 3,168 Fidelity Puritan Fund 2,079 3,505 Fidelity Intermediate Bond Fund 127 115 Fidelity Magellan Fund 641 7,785 Fidelity Overseas Equity Fund 351 210 Fidelity Retirement Money Market Portfolio 348 181 Fidelity Equity Income Fund 209 72 Fidelity Growth Company Fund 119 6 Fidelity OTC Portfolio 174 3 Fidelity Asset Manager Fund 322 189 Fidelity Asset Manager: Growth Fund 327 19 Fidelity Asset Manager: Income Fund 69 54 -------- -------- Total investment income $33,775 $38,771 -------- -------- -------- --------
NET APPRECIATION (DEPRECIATION) IN FAIR VALUE OF INVESTMENTS: 1995 1994 -------- -------- Deere & Company Common Stock Fund $14,684 $(2,300) Blended Interest Fund 0 0 Fixed Interest Fund 0 17 Fidelity U.S. Equity Index Portfolio 19,065 (268) Fidelity Puritan Fund 2,942 1,526) Fidelity Intermediate Bond Fund 78 (150) Fidelity Magellan Fund 27,052 (5,816) Fidelity Overseas Equity Fund (441) 1,021 Fidelity Retirement Money Market Portfolio 0 0 Fidelity Equity Income Fund 405 (28) Fidelity Growth Company Fund 1,806 29 Fidelity OTC Portfolio 1,113 1 Fidelity Asset Manager Fund 425 (505) Fidelity Asset Manager: Growth Fund 537 (327) Fidelity Asset Manager: Income Fund 102 (68) -------- -------- Net appreciation (depreciation) in fair value of investments $67,768 $(9,920) -------- -------- -------- --------
21 (5) BENEFITS PAYABLE TO TERMINATED EMPLOYEES Benefits payable to terminated employees included in net assets available for benefits at October 31, 1995 and 1994 were $1,185,144 and $1,906,529, respectively. (6) TAX STATUS The Internal Revenue Service has issued a determination letter dated March 10, 1987 indicating that the Plan is qualified under the Internal Revenue Code. The Plan has been amended since receiving this determination letter. The Plan's management believes the Plan is currently designed and being operated in accordance with applicable rules and regulations of the Internal Revenue Code and, thus, is exempt from federal income taxes. Employees participating in the Plan are subject to federal income taxes on the balances in their accounts for the calendar year in which distributions are made by the Trustee. (7) PLAN TERMINATION Although it has not expressed any intention to do so, the Company has the right to discontinue contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event of termination of the Plan, account balances would be distributed to participants. 22 SUPPLEMENTAL SCHEDULES 23 JOHN DEERE SAVINGS AND INVESTMENT PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT OCTOBER 31, 1995
(000's Omitted) ------------------ Shares/ Current Units Cost Value --------- --------- --------- Deere & Company Common Stock Fund 564,828 $ 44,390 $ 50,482 --------- --------- Blended Interest Fund Fixed rate bank and investment contracts with: Confederation Life Insurance Company at 9.10%, Maturing on December 31, 1994 8,577 8,577 8,577 Aetna Life Insurance Company at 7.37%, Maturing 50% on February 1, 1996 and 50% on April 1, 1996 22,623 22,623 22,623 Peoples Security Life at 8.60%, Maturing 50% on March 1, 1996 and 50% on May 1, 1996 20,727 20,727 20,727 Sun Life of Canada at 7.62%, Maturing 50% on June 1, 1996 and 50% on September 1, 1996 24,098 24,098 24,098 Sun Life of Canada at 8.70%, Maturing 50% on June 1, 1996 and 50% on July 1, 1996 10,659 10,659 10,659 Hartford Life Insurance Company at 8.45%, Maturing on December 31, 1995 8,272 8,272 8,272 Provident National Assurance Company at 7.10%, Maturing 50% on October 1, 1996 and 50% on November 1, 1996 6,466 6,466 6,466 Prudential Insurance Company of America at 7.61%, Maturing on February 1, 1997 10,392 10,392 10,392 Lincoln National Life Insurance Company at 6.34%, Maturing 50% on March 1, 1997 and 50% on May 1, 1997 9,720 9,720 9,720
24
(000's Omitted) ------------------ Shares/ Current Units Cost Value --------- --------- --------- Bankers Trust Company at 5.29%, Maturing on June 25, 1996 8,096 8,096 8,096 CIGNA at 7.91%, Open maturity 16,407 16,407 16,407 Confederation Life Insurance Company at 2.00%, Maturing December 31, 1997 5,309 5,309 5,309 Sun Life of Canada at 6.07%, Maturing September 1, 1997 5,863 5,863 5,863 Lincoln National Life Insurance Company at 6.17%, Maturing 50% on September 1, 1997 and 50% on December 31, 1997 9,397 9,397 9,397 Pacific Mutual Life Insurance Company at 5.67%, Maturing 50% on June 1, 1997 and 50% on October 31, 1997 8,450 8,450 8,450 Bankers Trust Company at 5.43%, Maturing January 15, 1998 10,203 10,203 10,203 Lincoln National Life Insurance Company at 5.17%, Maturing 50% on January 2, 1997 and 50% on July 2, 1997 5,077 5,077 5,077 Sun Life Insurance of America at 5.37%, Maturing 50% on January 1, 1997 and 50% on February 1, 1998 11,154 11,154 11,154 Prudential Life Insurance Company of America at 5.26%, Maturing 50% on June 30, 1998 and 50% on September 30, 1998 7,754 7,754 7,754 Sun Life Insurance of America at 6.95%, Maturing December 31, 1998 7,778 7,778 7,778 Bankers Trust Company at 7.55%, with principal payouts beginning February 15, 1995 11,589 11,589 11,589 AIG Life MBS at 6.13%, with monthly principal and interest payouts from November 15, 1998 through March 15, 2001 9,796 9,796 9,796
25
(000's Omitted) ------------------ Shares/ Current Units Cost Value --------- --------- --------- AIG Life MBS at 6.13%, with quarterly principal and interest payouts from Febbruary 1, 1996 through May 1, 2000 10,105 10,105 10,105 CDC Capital Inc. BIC at 6.10%, Maturing 33 1/3 % on March 31, 1999, 33 1/3 % on June 30, 1999 and 33 1/3 on September 30, 1999 10,218 10,218 10,218 Deutsche Bank ABS at 6.48% with monthly principal and interest payouts from December 15, 1999 through November 15, 2000 9,681 9,681 9,681 Deutsche Bank MBS at 6.49% with monthly principal and interest payouts from February 25, 1999 through September 25, 2000 7,276 7,276 7,276 J. P. Morgan ABS at 7.19% with semi-annual payouts on January 15 and July 15 through July 15, 1999 9,981 9,981 9,981 J. P. Morgan MBS at 6.09% with monthly principal and interest payouts from June 15, 1998 through August 15, 2001 9,275 9,275 9,275 J. P. Morgan MBS at 6.23% with monthly principal and interest payouts from November 25, 1998 through November 25, 2000 9,735 9,735 9,735 New York Life Insurance Company at 8.10%, Maturing 50% on November 1, 1999 and 50% on December 31, 1999 10,808 10,808 10,808 Peoples Security Life ABS at 7.86% with monthly principal and interest payouts from September 15, 1998 through August 15, 2000 9,774 9,774 9,774 Peoples Security Life ABS at 6.60% with monthly principal and interest payouts from July 4, 1996 through December 4, 1996 6,545 6,545 6,545 Peoples Security Life ABS at 7.22% with semi-annual interest payouts on January 7 and July 7 through July 7, 1998 10,660 10,660 10,660
26
(000's Omitted) ------------------ Shares/ Current Units Cost Value --------- --------- --------- Peoples Security Life ABS at 7.21% with semi-annual interest payouts on January 7 and July 7 through July 7, 1998 4,261 4,261 4,261 Peoples Security Life MBS at 8.12% with monthly interest payouts through January 15, 1999 and principal and interest payouts from February 15, 1999 through July 15, 2001 9,285 9,285 9,285 Rabo Bank ABS at 6.50% with semi-annual interest payouts on February 15 and August 15 through August 15, 2000 10,142 10,142 10,142 Rabo Bank MBS at 6.31% with monthly principal and interest payouts from November 15, 1998 through May 15, 2000 9,840 9,840 9,840 --------- --------- Total 375,993 375,993 --------- --------- Fidelity U. S. Equity Index Portfolio 5,012,510 89,238 107,569 --------- --------- Fidelity Puritan Fund 3,037,225 47,429 50,145 --------- --------- Fidelity Intermediate Bond Fund 244,876 2,451 2,520 --------- --------- Fidelity Magellan Fund 1,463,623 108,035 131,711 --------- --------- Fidelity Overseas Equity Fund 683,789 19,509 19,543 --------- --------- Fidelity Retirement Money Market Portfolio 6,787,274 6,787 6,787 --------- --------- Fidelity Equity Income Fund 146,785 4,987 5,353 --------- --------- Fidelity Growth Company Fund 354,720 11,843 13,359 --------- --------- Fidelity OTC Portfolio 279,680 8,030 8,720 --------- --------- Fidelity Asset Manager Fund 559,812 8,172 8,632 --------- --------- Fidelity Asset Manager: Growth Fund 795,448 10,978 11,693 --------- --------- Fidelity Asset Manager: Income Fund 143,787 1,550 1,643 --------- --------- Fidelity U.S. Government Reserve Pool 15,632,253 15,632 15,632 --------- ---------
27
(000's Omitted) ------------------ Shares/ Current Units Cost Value --------- --------- --------- Loans to participants at 7% to 10%, Maturing November 1995 through October 2000 17,700 17,700 --------- --------- Total investments $772,724 $827,482 --------- ---------
The trustee maintains shares for the fixed rate bank and investment contracts at one dollar per share. For report presentation, shares for fixed rate contracts have been rounded to thousands. 28 ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED OCTOBER 31, 1995
Transaction By Fund Total Total Number Of Number Realized Or Carrier Purchases Sales Purchases Of Sales Gain(Loss) - ------------------- --------- ----- --------- -------- ---------- Deere & Company Common Stock Fund $ 84,092,966 $99,379,495 379 271 7,941,365 Blended Interest Fund 179,355,362 112,745,527 360 279 Fidelity Magellan Fund 46,188,812 29,573,046 385 289 2,520,851
There have been no transactions with the same person involving property other than securities and no transactions with respect to securities with a person. 29
EX-99.4 5 EXHIBIT 99.4 EXHIBIT 99.4 JOHN DEERE TAX DEFERRED SAVINGS PLAN FOR HOURLY AND INCENTIVE PAID EMPLOYEES FINANCIAL STATEMENTS FOR THE YEARS ENDED OCTOBER 31, 1995 AND 1994 AND SUPPLEMENTAL SCHEDULES FOR THE YEAR ENDED OCTOBER 31, 1995 AND INDEPENDENT AUDITORS' REPORT * * * * * * * * * * * * 30 JOHN DEERE TAX DEFERRED SAVINGS PLAN FOR HOURLY AND INCENTIVE PAID EMPLOYEES TABLE OF CONTENTS Page ----- Independent Auditors' Report.......................................... 2 Financial Statements for the Years Ended October 31, 1995 and 1994: Statements of Net Assets Available for Benefits.................... 3 Statements of Changes in Net Assets Available for Benefits...................................................... 4 Notes to Financial Statements...................................... 5 Supplemental Schedules................................................ 13 Item 27a - Schedule of Assets Held for Investment Purposes at October 31, 1995 Item 27d - Schedule of Reportable Transactions for the Year Ended October 31, 1995 Supplemental Schedules Omitted As Not Applicable: Item 27a - Schedule of Assets Held for Investment Purposes (Investment Assets Which Were Acquired and Disposed of Within the Plan Year) Item 27b - Schedule of Loans or Fixed Income Obligations Item 27c - Schedule of Leases in Default or Classified as Uncollectible Item 27e - Schedule of Nonexempt Transactions 31 INDEPENDENT AUDITORS' REPORT Deere & Company: We have audited the accompanying statements of net assets available for benefits of the John Deere Tax Deferred Savings Plan for Hourly and Incentive Paid Employees as of October 31, 1995 and 1994, and the related statements of changes in net assets available for 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of October 31, 1995 and 1994, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules listed on page 1 are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the Plan's management. Such schedules have been subjected to the auditing procedures applied in the audits of the basic 1995 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. Deloitte & Touche LLP Chicago, Illinois April 22, 1996 32 JOHN DEERE TAX DEFERRED SAVINGS PLAN FOR HOURLY AND INCENTIVE PAID EMPLOYEES STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS OCTOBER 31, 1995 AND 1994 (IN THOUSANDS OF DOLLARS) _______________________________________________________________________________
1995 1994 ---------- -------- ASSETS Investments - at fair value: Deere & Company Common Stock Fund...................... $ 22,745 $ 19,537 Blended Interest Fund.................................. 76,387 55,148 Fidelity U.S. Equity Index Portfolio................... 23,540 17,208 Fidelity Puritan Fund.................................. 10,985 8,025 Fidelity Intermediate Bond Fund........................ 445 229 Fidelity Magellan Fund................................. 25,899 17,444 Fidelity Overseas Equity Fund.......................... 4,137 4,172 Fidelity Retirement Money Market Portfolio............. 2,881 2,358 Fidelity Equity Income Fund............................ 748 339 Fidelity Growth Company Fund........................... 1,499 359 Fidelity OTC Portfolio................................. 1,234 323 Fidelity Asset Manager Fund............................ 1,288 1,216 Fidelity Asset Manager: Growth Fund.................... 1,772 1,674 Fidelity Asset Manager: Income Fund.................... 289 178 Fidelity U.S. Government Reserve Pool.................. 5,817 7,958 Loans to participants.................................. 2,246 95 _______ _______ Total...................................... 181,912 136,263 Contributions receivable................................... 458 408 Due from brokers........................................... 169 _______ _______ Total Assets...................................... 182,539 136,671 _______ _______ LIABILITIES Due to brokers............................................. 139 _______ _______ Net Assets Available for Benefits......................... $182,539 $136,532 ======== ========
________________________________________________________________________________ See Notes to Financial Statements. 33 JOHN DEERE TAX DEFERRED SAVINGS PLAN FOR HOURLY AND INCENTIVE PAID EMPLOYEES STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED OCTOBER 31, 1995 AND 1994 (IN THOUSANDS OF DOLLARS) ________________________________________________________________________________
Year Ended Year Ended October 31, 1995 October 31, 1994 ---------------- ---------------- ADDITIONS Investment income: Dividends......................... $ 2,042 $ 3,020 Interest.......................... 5,088 4,060 -------- -------- Total........................... 7,130 7,080 -------- -------- Net appreciation (depreciation) in fair value of investments...... 16,396 (2,417) -------- -------- Contributions: Employee.......................... 25,977 22,005 Employer.......................... 63 62 -------- -------- Total........................... 26,040 22,067 -------- -------- Total........................... 49,566 26,730 -------- -------- DEDUCTIONS Withdrawals.......................... 3,534 2,978 Loan cancellations................... 25 3 -------- -------- Total........................... 3,559 2,981 -------- -------- Excess of additions over deductions.. 46,007 23,749 Net Assets Available for Benefits: Beginning of year.................. 136,532 112,783 -------- -------- End of year........................ $182,539 $136,532 -------- -------- -------- --------
________________________________________________________________________________ See Notes to Financial Statements. 34 JOHN DEERE TAX DEFERRED SAVINGS PLAN FOR HOURLY AND INCENTIVE PAID EMPLOYEES NOTES TO FINANCIAL STATEMENTS FOR THE YEARS ENDED OCTOBER 31, 1995 AND 1994 ________________________________________________________________________________ (1) DESCRIPTION OF PLAN The following is a general description of the John Deere Tax Deferred Savings Plan for Hourly and Incentive Paid Employees (the Plan). This description applies to each of the years for which financial statements are presented. For a more complete description of the Plan's provisions, participants should refer to the Plan agreement. GENERAL The Plan was established September 1, 1987 by Deere & Company (the Company) for certain eligible employees of the Company or its participating subsidiaries. The purpose of the Plan is to provide employees a tax deferred method of savings and investment. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Expenses of the Plan are paid by the Company. ELIGIBILITY Employees are eligible to participate in the Plan if they are residents or citizens of the United States, are regular, full time employees covered by a collective bargaining agreement (or in a group to whom this Plan has been extended) and have completed at least one year of service. CONTRIBUTIONS An eligible employee may elect to become a participant under the Plan by filing a Tax Deferred Agreement (the Agreement) with the Company authorizing it to reduce the participant's compensation during the period of the employee's participation. The reduction in compensation must be not less than $10.00 nor more than $179.00 for each payroll period. Participants may amend or revoke their Agreements as of the first payroll period of the month subsequent to the filing of the appropriate forms. In addition, in a year in which there exists consolidated prebonus, pretax income of the Company, a Profit Sharing Contribution may be payable to a participant. In such event, a participant may elect to defer all or part of their share of such contributions (in 25 percent increments) and direct that the deferred portion be deposited to the participant's plan account at the time such profit sharing contribution is paid to the participant. Contributions are sent to the Plan Trustee as soon as practicable following each payroll period and are invested by the Trustee in the appropriate funds as specified by the participants. Monies may be held and invested by the Trustee in short-term investment funds until designated investments have been purchased. 35 Each participant's account is credited with contributions by the participant together with earnings allocated daily among participants based on the ratio of their respective account balances as of the preceding day. Participants are immediately vested in their contributions plus allocated earnings and Company profit sharing contributions. All contributions are considered tax deferred under sections 401(a) and 401(k) of the Internal Revenue Code. FUND ELECTIONS An eligible employee enrolled in the Plan may elect to invest the contributions in one or more investment funds. A description of the primary investments in each fund follows: The Deere & Company Common Stock Fund is invested in common stock of the Company. The Blended Interest Fund is invested in investment contracts issued by banks and insurance companies. The Fidelity U.S. Equity Index Portfolio is invested in the mon stocks of the 500 companies that make up the Standard & Poor's 500 Stock Index. The Fidelity Puritan Fund is invested in dividend-paying common stocks and preferred stocks and interest-paying bonds of all types and qualities. The Fidelity Intermediate Bond Fund is invested in bonds rated BBB or better with an average maturity of between three and ten years. The Fidelity Magellan Fund is invested in a wide range of U.S. and foreign common stocks of all types of companies with growth potential. The Fidelity Overseas Equity Fund is invested in securities of companies located in the Americas (other than the U. S.), the Far East and Pacific Basin, and Western Europe. The Fidelity Retirement Money Market Portfolio is invested in debt instruments maturing in one year or less, including high- quality commercial paper, certificates of deposit, repurchase agreements and bankers' acceptances. The Fidelity Equity Income Fund is invested in income-producing equity securities. The Fidelity Growth Company Fund is invested primarily in common stocks and convertibles of emerging growth companies. 36 The Fidelity OTC Portfolio is invested primarily in common stocks of smaller companies that are traded in the over-the counter securities market. The Fidelity Asset Manager Fund is invested in stocks, bonds and short-term instruments. The Fidelity Asset Manager: Growth Fund is invested in a higher level of income-producing stocks, bonds and short-term instruments. The Fidelity Asset Manager: Income Fund is invested in stocks, bonds, short-term instruments and other investments. A listing of the funds and the number of participants in each fund at October 31, 1995 and 1994 follows. The number of participants shown below includes both active participants and former employees who have elected deferred distributions.
NAME OF FUND NUMBER OF PARTICIPANTS 1995 1994 ----- ----- Deere & Company Common Stock Fund .................. 4,503 4,717 Blended Interest Fund............................... 5,060 4,812 Fidelity U.S. Equity Index Portfolio................ 2,061 2,041 Fidelity Puritan Fund............................... 1,674 1,544 Fidelity Intermediate Bond Fund..................... 162 119 Fidelity Magellan Fund.............................. 2,712 2,515 Fidelity Overseas Equity Fund....................... 833 829 Fidelity Retirement Money Market Portfolio.......... 558 502 Fidelity Equity Income Fund......................... 179 92 Fidelity Growth Company Fund........................ 329 130 Fidelity OTC Portfolio.............................. 274 102 Fidelity Asset Manager Fund......................... 231 221 Fidelity Asset Manager: Growth Fund................. 338 351 Fidelity Asset Manager: Income Fund................. 66 44
LOANS Effective June 1, 1995, the Plan added a loan provision for all participants. Loans must amount to at least $1,000 and are limited to the lesser of $50,000 (reduced by the participant's highest outstanding loan balance during the immediately preceding one year period) or 50 percent of their account balances on the effective dates of the loans, may not exceed 54 months in duration and are disbursed to applicants monthly. Repayment is intended to be made via weekly payroll deductions. Interest is assessed at a rate which is determined after reviewing the published prime interest rate, the 5-year consumers' savings rate and the current yield of the Blended Interest Fund. The loans have maturities ranging from November 1995 through October 2000 and bear interest at rates ranging from 9.5 percent to 10 percent per annum. Loans outstanding at October 31, 1994 are due from participants in the former Funk Savings Plan for Hourly Employees which was merged with the Plan on May 1, 1992. There are no loans in default. 37 DISTRIBUTIONS All distributions under the Plan are lump-sum. Distributions are not permitted while the participants are employed by the Company unless a distribution is required to meet legal requirements. Participants who have terminated employment with the Company or retired may elect an immediate distribution or may defer this distribution up to age 70 1/2. The beneficiary of a participant who died may elect a deferred distribution payable not later than five years after the participant's death. Distributions from the Deere & Company Common Stock Fund may be in cash or whole shares and residual cash. Distributions from all of the other funds are in cash. Effective January 1, 1996, four additional distribution options were made available to participants: (a) Level Sum Distribution: A specified dollar amount is distributed monthly. (b) Decremental Distribution: A decremental withdrawal is made over a specified period of time. (c) Unscheduled, Partial Distribution: Unscheduled amounts are distributed at the discretion of the participant. (d) Mandated Distribution After 70 1/2: By April 1 of the year following the year in which the participant turns 70 1/2, the participant must either take a lump sum distribution or begin systematic withdrawals which are actuarially determined. HARDSHIP WITHDRAWALS Participants in the Plan, under Internal Revenue Service guidelines, may request hardship withdrawals for heavy and immediate financial needs which cannot be reasonably met from other resources of the participant. ADMINISTRATION The Company is Administrator of the Plan. Fidelity Management Trust Company (Fidelity), Boston, Massachusetts, is the Plan Trustee, Investment Manager and Recordkeeper. (2) AMENDMENTS Effective January 1, 1994, the Plan was amended to allow participants to invest their contributions in six additional investment funds. The new investment options are: Fidelity Equity Income Fund Fidelity Asset Manager Fund Fidelity Growth Company Fund Fidelity Asset Manager: Growth Fund Fidelity OTC Portfolio Fidelity Asset Manager: Income Fund 38 (3) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Plan's financial statements have been prepared on the accrual basis. Investments in the Deere & Company Common Stock Fund are stated at fair value based on the closing sales prices reported on recognized securities exchanges on the last business day of the year. The twelve Fidelity mutual funds are valued at quoted market prices which represent the net asset values of shares held by the Plan at year-end. The fixed rate bank and investment contracts and short-term investment funds are stated at cost plus accrued interest, which approximates fair value. Loans to participants are stated at cost plus accrued interest which approximates fair value. Interest on bank and insurance contracts and short-term investment funds is accrued and credited to the funds at the end of each month. Dividends are accrued in the Deere & Company Common Stock Fund as of the record date and are reflected as an increase in the fund's net asset value on that day but are reported separately as dividends. Dividends in other funds are recorded on the day that they are declared (which is also the date of record) and are allocated to participants' accounts on that day. Earnings, including unrealized appreciation or depreciation in market value of investments, are allocated daily among participants based on the ratio of their respective account balances as of the close of the preceding day. 39 (4) BY FUND DISCLOSURE Contributions, withdrawals and loan cancellations, investment income and net appreciation (depreciation) in fair value of investments are provided by fund for the years ended October 31, 1995 and 1994 (in thousands of dollars):
EMPLOYEE AND EMPLOYER CONTRIBUTIONS: 1995 1994 -------- -------- Deere & Company Common Stock Fund $ 2,189 $ 1,337 Blended Interest Fund 10,928 9,714 Fidelity U.S. Equity Index Portfolio 2,643 2,567 Fidelity Puritan Fund 2,452 2,031 Fidelity Intermediate Bond Fund 145 129 Fidelity Magellan Fund 4,435 3,970 Fidelity Overseas Equity Fund 1,052 905 Fidelity Retirement Money Market Portfolio 662 572 Fidelity Equity Income Fund 175 46 Fidelity Growth Company Fund 264 90 Fidelity OTC Portfolio 204 67 Fidelity Asset Manager Fund 289 230 Fidelity Asset Manager: Growth Fund 474 337 Fidelity Asset Manager: Income Fund 78 46 Other 50 26 -------- -------- Total contributions $26,040 $22,067 -------- -------- -------- --------
WITHDRAWALS AND LOAN CANCELLATIONS: 1995 1994 -------- -------- Deere & Company Common Stock Fund $ 474 $ 290 Blended Interest Fund 1,788 1,824 Fixed Interest Fund 0 5 Fidelity U.S. Equity Index Portfolio 350 283 Fidelity Puritan Fund 195 65 Fidelity Intermediate Bond Fund 3 7 Fidelity Magellan Fund 406 230 Fidelity Overseas Equity Fund 76 25 Fidelity Retirement Money Market Portfolio 179 219 Fidelity Equity Income Fund 8 4 Fidelity Growth Company Fund 23 10 Fidelity OTC Portfolio 6 12 Fidelity Asset Manager Fund 12 0 Fidelity Asset Manager: Growth Fund 14 4 Fidelity Asset Manager: Income Fund 0 0 Loan Fund 25 3 -------- -------- Total withdrawals and loan cancellations $ 3,559 $ 2,981 -------- -------- -------- --------
40
INVESTMENT INCOME: 1995 1994 -------- -------- Deere & Company Common Stock Fund $ 627 $ 147 Blended Interest Fund 5,064 4,052 Fidelity U.S. Equity Index Portfolio 521 622 Fidelity Puritan Fund 417 653 Fidelity Intermediate Bond Fund 22 19 Fidelity Magellan Fund 96 1,431 Fidelity Overseas Equity Fund 69 39 Fidelity Retirement Money Market Portfolio 152 82 Fidelity Equity Income Fund 29 6 Fidelity Growth Company Fund 15 0 Fidelity OTC Portfolio 24 0 Fidelity Asset Manager Fund 42 23 Fidelity Asset Manager: Growth Fund 43 0 Fidelity Asset Manager: Income Fund 9 6 -------- -------- Total investment income $ 7,130 $ 7,080 -------- -------- -------- --------
NET APPRECIATION (DEPRECIATION) IN FAIR VALUE OF INVESTMENTS: 1995 1994 -------- -------- Deere & Company Common Stock Fund $ 5,343 $(1,139) Blended Interest Fund 0 0 Fixed Interest Fund 0 (1) Fidelity U.S. Equity Index Portfolio 4,249 (19) Fidelity Puritan Fund 648 (290) Fidelity Intermediate Bond Fund 14 (25) Fidelity Magellan Fund 5,604 (1,026) Fidelity Overseas Equity Fund (82) 216 Fidelity Retirement Money Market Portfolio 0 0 Fidelity Equity Income Fund 58 1 Fidelity Growth Company Fund 210 1 Fidelity OTC Portfolio 176 (1) Fidelity Asset Manager Fund 58 (71) Fidelity Asset Manager: Growth Fund 101 (55) Fidelity Asset Manager: Income Fund 17 (8) -------- -------- Net appreciation (depreciation) in fair value of investments $16,396 $(2,417) -------- -------- -------- --------
41 (5) BENEFITS PAYABLE TO TERMINATED EMPLOYEES Benefits payable to terminated employees included in net assets available for benefits at October 31, 1995 and 1994 were $515,322 and $196,591, respectively. (6) TAX STATUS The Internal Revenue Service has issued a determination letter indicating that the Plan, as adopted on February 1, 1987 and effective as of September 1, 1987, is qualified under the Internal Revenue Code. The Plan has been amended since receiving this determination letter. The Plan's management believes that the Plan is currently designed and being operated in accordance with applicable rules and regulations of the Internal Revenue Code and, thus, is exempt from federal income tax. Employees participating in the Plan are subject to federal income taxes on the balances in their accounts for the calendar year in which distributions are made by the Trustee. (7) PLAN TERMINATION Although it has not expressed any intention to do so, the Company has the right to discontinue contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event of termination of the Plan, account balances would be distributed to participants. 42 SUPPLEMENTAL SCHEDULES 43 JOHN DEERE TAX DEFERRED SAVINGS PLAN FOR HOURLY AND INCENTIVE PAID EMPLOYEES ITEM 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT OCTOBER 31, 1995
(000's Omitted) ------------------- Shares/ Current Units Cost Value --------- --------- ------- Deere & Company Common Stock Fund...................... 254,491 $19,853 $22,745 --------- ------- Blended Interest Fund Fixed rate bank and investment contracts with: Aetna Life Insurance Company at 7.37%, Maturing 50% on February 1, 1996 and 50% on April 1, 1996.......... 3,947 3,947 3,947 Peoples Security Life at 8.60%, Maturing 50% on March 1, 1996 and 50% on May 1, 1996..................... 2,144 2,144 2,144 Sun Life of Canada at 8.70%, Maturing 50% on June 1, 1996 and 50% on July 1, 1996.................... 3,633 3,633 3,633 The Hartford Life Insurance Company at 8.45%, Maturing on December 31, 1995 1,938 1,938 1,938 Lincoln National Life Insurance Company at 6.34%, Maturing 50% on March 1, 1997 and 50% on May 1, 1997... 2,434 2,434 2,434 CIGNA at 7.72%, Open maturity.......... 1,890 1,890 1,890 Provident National Life Insurance Company at 7.10%, Maturing 50% on October 1, 1996 and 50% on November 1, 1996....................... 1,930 1,930 1,930 Lincoln National Life Insurance Company at 6.17%, Maturing 50% on September 1, 1997 and 50% on September 30, 1998..................... 2,351 2,351 2,351
44
(000's Omitted) ------------------- Shares/ Current Units Cost Value --------- --------- ------- Pacific Mutual Life Insurance Company at 5.67%, Maturing 50% on June 1, 1997 and 50% on October 31, 1997....................... 3,475 3,475 3,475 Prudential Insurance Company of America at 5.26%, Maturing 50% on June 30, 1998 and 50% on September 30, 1998.................... 3,099 3,099 3,099 Bankers Trust Company at 7.55%, with monthly principal and interest payouts through April 15, 1999........ 2,897 2,897 2,897 Sun Life Insurance Company of America at 6.95%, Maturing on December 31, 1998..................... 3,334 3,334 3,334 AIG Life MBS at 6.13%, Maturing on May 1, 2000............... 4,042 4,042 4,042 Deutsche Bank MBS at 6.40%, Maturing June 25, 1998 with monthly payouts of principal and interest through September 25, 2000............ 3,351 3,351 3,351 Deutsche Bank MBS at 6.18%, Maturing November 15, 1996 with monthly payouts of principal and interest through September 15, 1997... 2,947 2,947 2,947 Morgan Guaranty ABS at 6.04%, Maturing December 15, 1997 with monthly interest payouts.............. 4,087 4,087 4,087 New York Life Insurance Company at 8.10%, Maturing 50% on November 1, 1999 and 50% on December 31, 1999..... 5,404 5,404 5,404 Peoples Security Life ABS at 6.34%, with semi-annual payouts on January 15 and July 15 and a final payout on August 15, 1997............. 4,160 4,160 4,160
45
(000's Omitted) ------------------- Shares/ Current Units Cost Value --------- --------- ------- Peoples Security Life ABS at 7.86%, Maturing on September 15, 1998 with monthly principal and interest payouts through August 15, 2000........ 3,910 3,910 3,910 Peoples Security Life ABS at 7.24%, with semi-monthly payouts on January 7 and July 7 and a final payout on July 7, 1998................. 4,261 4,261 4,261 Peoples Security Life ABS at 6.16%, with semi-annual payouts on January 15 and July 15 and a final payout on January 15, 1997............. 3,593 3,593 3,593 Protective Life Insurance Company at 7.15%, Maturing 50% on April 1, 1999 and 50% on June 1, 1999................ 3,640 3,640 3,640 Rabo Bank MBS at 6.45%, Maturing October 15,1998 with monthly principal and interest payouts through May 15, 2000........................... 3,920 3,920 3,920 ------- ------- Total............................ 76,387 76,387 ------- ------- Fidelity U.S. Equity Index Portfolio... 1,096,912 19,497 23,540 ------- ------- Fidelity Puritan Fund.................. 665,385 10,394 10,985 ------- ------- Fidelity Intermediate Bond Fund........ 43,265 434 445 ------- ------- Fidelity Magellan Fund................. 287,801 21,085 25,899 ------- ------- Fidelity Overseas Equity Fund.......... 144,755 4,120 4,137 ------- ------- Fidelity Retirement Money Market Portfolio........... 2,880,940 2,881 2,881 ------- ------- Fidelity Equity Income Fund............ 20,497 695 748 ------- ------- Fidelity Growth Company Fund........... 39,802 1,352 1,499 ------- ------- Fidelity OTC Portfolio................. 39,567 1,132 1,234 ------- ------- Fidelity Asset Manager Fund............ 83,539 1,219 1,288 ------- -------
46
(000's Omitted) ------------------- Shares/ Current Units Cost Value --------- --------- ------- Fidelity Asset Manager: Growth Fund......................... 120,540 1,653 1,772 ------- ------- Fidelity Asset Manager: Income Fund... 25,319 274 289 ------- ------- Fidelity U. S. Government Reserve Pool........................ 5,816,923 5,817 5,817 ------- ------- Loans to participants at 9.5% to 10%, Maturing November 1995 through October 2000.................. 2,246 2,246 ------- ------- Total investments $169,039 $181,912 ------- ------- ------- -------
The trustee maintains shares for the fixed rate bank and investment contracts at one dollar per share. For report presentation, shares for fixed rate contracts have been rounded to thousands. 47 ITEM 27D - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED OCTOBER 31, 1995
Transaction by Fund Total Total Number Of Number Of Realized Or Carrier Purchases Sales Purchases Sales Gain (Loss) - -------------------- ----------- ----------- --------- --------- ----------- Deere & Company Common Stock Fund $17,154,256 $19,024,264 311 225 $1,914,124 Blended Interest Fund 40,522,038 21,380,804 317 244 Fidelity Puritan Fund 4,361,108 2,048,202 271 161 41,021 Fidelity Magellan Fund 9,812,878 6,961,596 306 215 695,302
There have been no transactions with the same person involving property other than securities and no transactions with respect to securities with a person. 48
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