-----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, HiI38cnYfyZOX4j/R7czwRJdwXQrPzT7qG7Wn4LW1y/luUt5S4kz764vl3n/AoUB Qqqk57TB2fZRv/dd++CihQ== 0000914039-97-000213.txt : 19970623 0000914039-97-000213.hdr.sgml : 19970623 ACCESSION NUMBER: 0000914039-97-000213 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970620 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: BERKLEY W R CORP CENTRAL INDEX KEY: 0000011544 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 221867895 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-07849 FILM NUMBER: 97627473 BUSINESS ADDRESS: STREET 1: 165 MASON ST STREET 2: P O BOX 2518 CITY: GREENWICH STATE: CT ZIP: 06836-2518 BUSINESS PHONE: 2036293000 MAIL ADDRESS: STREET 1: 165 MASON ST STREET 2: PO BOX 2518 CITY: GREENWICH STATE: CT ZIP: 06836-2518 11-K 1 11-K 1 United States Securities and Exchange Commission Washington, D.C. 20549 Form 11-K (Mark One) (x) Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 (Fee Required) For the Fiscal year ended December 31, 1996 ( ) Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 (No Fee Required) For the transition period from Commission file number 0-7849 A. Full title of the Plan and the address of the Plan, if different from that of the issuer named below: W.R. Berkley Corporation Profit Sharing Plan B. Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office: W. R. Berkley Corporation 165 Mason Street Greenwich, CT 06836-2518 2 W. R. Berkley Corporation Profit Sharing Plan Index to Financial Statements
Page Independent Auditors' Report ....................................................... 3 Statements of Net Assets Available for Plan Participants as of December 31, 1996 and 1995 ........................................................................... 4 Statements of Changes in Net Assets Available for Plan Participants for the three years ended December 31, 1996 ........................................ 5 Notes to Financial Statements ...................................................... 6 Schedule I - Investments(1) Schedule II - Fund Information for the Statement of Net Assets Available for Plan Participants as of December 31, 1996 and 1995 ........................ 13 - 14 Schedule III - Fund Information for the Statement of Changes in Net Assets Available for Plan Participants for the two years ended December 31, 1996 .......................................................................... 15 - 16
- ---------------------- (1) Included in the notes to the financial statements 2 3 Independent Auditors' Report The Plan Trustees and Plan Participants W.R. Berkley Corporation Profit Sharing Plan: We have audited the financial statements of the W.R. Berkley Corporation Profit Sharing Plan as listed in the accompanying index. 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 plan participants of the W.R. Berkley Corporation Profit Sharing Plan as of December 31, 1996 and 1995 and the changes in net assets available for plan participants for each of the years in the three-year period ended December 31, 1996, 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 schedules of fund information for the statement of net assets available for plan participants and fund information for the statement of changes in net assets available for plan participants, 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. The supplemental schedules 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. KPMG Peat Marwick LLP New York, New York April 30, 1997 3 4 W.R. Berkley Corporation Profit Sharing Plan Statements of Net Assets Available for Plan Participants December 31, 1996 and 1995
1996 1995 ----------- ----------- Assets: Cash $ 215,004 $ 7,475 Investments, at fair value (cost $67,868,848 and $55,286,804) 74,984,833 59,358,758 Employer contributions receivable 6,747,820 5,681,495 Employee contributions receivable 459,181 436,904 Participant loans 1,717,667 -- Accrued interest and dividends receivable 103,724 48,280 ----------- ----------- Net assets available for plan participants $84,228,229 $65,532,912 =========== ===========
See accompanying notes to financial statements. 4 5 W.R. Berkley Corporation Profit Sharing Plan Statements of Changes in Net Assets Available for Plan Participants Years ended December 31, 1996, 1995 and 1994
1996 1995 1994 ------------ ------------ ------------ Net assets available for plan participants, beginning of year $ 65,532,912 $ 49,900,663 $ 45,740,684 ------------ ------------ ------------ Additions: Employer contributions 6,790,170 5,681,495 4,690,411 Employee contributions 5,713,235 4,594,657 3,570,510 Rollover and reinstatement contributions 2,247,234 969,510 414,290 Interest and dividend income 3,436,395 2,568,651 2,898,595 Loan interest 73,386 -- -- Realized gains (losses) on sale of investments 800,563 1,820,094 (229,185) Net change in unrealized appreciation in fair value of investments 3,044,031 3,904,858 -- Other 74,450 31,297 -- ------------ ------------ ------------ 22,179,464 19,570,562 11,344,621 ------------ ------------ ------------ Deductions: Payments to participants (3,484,147) (3,938,313) (4,721,479) Administrative expenses -- -- (48,000) Net change in unrealized depreciation in fair value of investments -- -- (2,415,163) ------------ ------------ ------------ (3,484,147) (3,938,313) (7,184,642) ------------ ------------ ------------ Net increase 18,695,317 15,632,249 4,159,979 ------------ ------------ ------------ Net assets available for plan participants, end of year $ 84,228,229 $ 65,532,912 $ 49,900,663 ============ ============ ============
See accompanying notes to financial statements. 5 6 W.R. Berkley Corporation Profit Sharing Plan Notes to Financial Statements (1) Plan Description The following brief description of the W.R. Berkley Corporation (the "Company") Profit Sharing Plan (the "Plan") is provided for general information purposes only. Participants should refer to the Plan document for more complete information. The plan is a defined contribution plan and was established for the benefit of eligible employees of W.R. Berkley Corporation and participating subsidiaries. The Plan was established as of January 1, 1973 and amended and restated as of January 1, 1994 to reflect the change in tax laws and restated as of January 1, 1995 to reflect changes in investment elections. The major provisions of the Plan include: (i) the minimum annual employer contribution is 5% of eligible compensation; (ii) employer contributions are made on an annual basis; (iii) a Company 401(k) Savings Account was established in conjunction with the Profit Sharing Plan, whereby a minimum of 40% of the employer contribution to the Plan is allocated to the Company 401(k) account; and (iv) employees may elect to make voluntary tax-deferred contributions up to 16% of eligible compensation, subject to certain limitations, to the Employee 401(k) account. As of December 31, 1996, there were approximately 3,000 participants in the Plan. Participants are 100% vested in their Employee 401(k) voluntary contributions as well as the employer contribution to their Company 401(k) account. Vesting in the portion of the employer contribution that is not allocated to the Company 401(k) account occurs at the rate of 20% per year beginning after three years of continuous employment and participation in the Plan. However, in the event of death, disability or retirement, in accordance with the provisions of the Plan, the participant becomes 100% vested. Distributions from the Plan are made in a lump sum or in annual installments, not to exceed 15 years. Fleet Investment Management ("Fleet") is the appointed Trustee, Custodian and Recordkeeper of the Plan. Participants are allowed to direct the investment of prior and future contributions as described above among eight investment funds. The Company has a Profit Sharing Plan Finance Committee to select the investment alternatives provided by the Plan. The Company has a Profit Sharing Plan Administrative Committee to assist in the administration of the Plan. The account of each Participant is valued on a daily basis. The fair value of the investment funds is based upon the respective fund's closing net asset value, except for the W. R. Berkley Common Stock Fund, which is described in footnote 2b. In calculating net asset value, investments are valued by Fleet based on their market values, but when market quotations are not readily available, investments are valued based on fair value as determined in good faith in accordance with procedures established by the Trustee. Bonds and other fixed income securities may be valued on the basis of prices provided by a pricing service when such prices are believed to reflect the market value of such securities. The prices provided by a pricing service may be determined without regard to bid or last sale prices of each security but take into account institutional size transactions in similar groups of securities as well as any developments relating to specific securities. Effective January 1, 1996, the Plan allows participants to borrow from their account. Participants may borrow up to 50% of their vested account balance; the minimum amount of any loan from the Plan is $1,000, and the maximum amount is the lesser of $50,000 or 50% of the value of the participant's account. A participant may request a loan for any reason and the loan may be repaid over 60 months. For the purchase of a primary residence, however, the loan may be repaid over 25 years. The loans are valued at their outstanding balance. The interest rate charged on the loan and repaid to the participant's account is determined by the Profit Sharing Plan Finance Committee and set for the duration of the loan. A participant may have two loans outstanding. Payment is made through payroll deductions or the loan may be paid in full by a lump sum payment. A partial lump sum repayment is not permitted. An initial loan application fee of $50 as well as a $6 per quarter administration fee is charged to the participant's account. See Participant Loan Fund in footnote 2b for a description of the loan process. 6 7 W.R. Berkley Corporation Profit Sharing Plan Notes to Financial Statements, Continued (2) Summary of Significant Accounting Policies (a) The accompanying Statements of Net Assets Available for Plan Participants and Statements of Changes in Net Assets Available for Plan Participants present financial information of the Plan on an accrual basis. The Plan consists of nine funds: Galaxy Money Market Fund W.R. Berkley Corporation Common Stock Fund Galaxy Large Company Index Fund Fidelity Advisor Intermediate Bond Fund Fidelity Advisor Growth Opportunities Fund Fidelity Advisor Income & Growth Fund Fidelity Advisor Overseas Fund Fidelity Advisor Government Investment Fund Participant Loan Fund An investment in any of the above funds shall be made at the fair market value of such fund on the date such investment is made. Special rules may apply for this purpose in the case of the W. R. Berkley Corporation Common Stock Fund, as discussed below, under the description of the investment objective of such fund. Investment management fees, including brokerage fees and commissions on the purchase and sale of securities and other related portfolio management expenses, will be paid from assets of, and applied against the investment performance of, the respective investment funds. General expenses of operating and administering the Plan are paid by the Company but may be charged against investment fund assets in the future, as determined by the Company. The preparation of financial statements in conformity with GAAP 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 revenues and expenses reflected during the reporting period. Actual results could differ from those estimates. (b) Description of Investments The following description of investments, except for the W.R. Berkley Corporation Common Stock Fund, has been derived from the fund prospectus. GALAXY MONEY MARKET FUND Investments in the Galaxy Money Market Fund include obligations of domestic and foreign banks (including negotiable certificates of deposit, nonnegotiable time deposits, savings deposits and bankers' acceptances); commercial paper (including variable and floating rate notes); obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities; and repurchase agreements issued by financial institutions such as banks and broker/dealers. These instruments have remaining maturities of one year or less (except for certain variable and floating rate notes and securities underlying certain repurchase agreements). 7 8 W.R. Berkley Corporation Profit Sharing Plan Notes to Financial Statements, Continued (2), Continued W.R. BERKLEY CORPORATION COMMON STOCK FUND The W. R. Berkley Corporation Common Stock Fund is invested primarily in shares of common stock of W.R. Berkley Corporation ("Common Stock") but is also invested in a minimal amount of money market instruments so as to facilitate transfers into and out of the fund. The Trustee may purchase Common Stock for this fund either on the open market or from the Company. However, any purchases from the Company are limited to shares of Common Stock which are held by the Company as treasury stock. If Common Stock is purchased from the Company, the fair market value of Common Stock for this purpose is the average of the high bid and low asking price for the Common Stock as quoted on the National Market System of the National Association of Securities Dealers Automated Quotation System on the day before the date of purchase or, if there are no such quotes on such date, the most recent prior business day on which high bid and low asking prices are quoted. If no high bid and low asking prices are quoted within such last five business days, fair market value will instead be determined by the Trustee. GALAXY LARGE COMPANY INDEX FUND Normally, the Galaxy Large Company Index Fund will hold all 500 stocks in the S&P 500 and will hold each stock in approximately the same percentage as it is represented in the S&P 500. FIDELITY ADVISOR INTERMEDIATE BOND FUND Under normal circumstances, the Fidelity Advisor Intermediate Bond Fund (formerly the Limited Term Bond Fund) will invest in fixed-income securities as follows: (i) Corporate obligations which are rated AAA, AA, or A by S&P, or Aaa, Aa, or A by Moody's; (ii) Obligations issued or guaranteed as to interest and principal by the government of the U.S., or any agency or instrumentality thereof; (iii) Obligations (including certificates of deposit and bankers' acceptances) of U.S. banks which at the date of investment have capital gains, surplus and undivided profits (as of the date of their most recently published annual financial statements) in excess of $100,000,000; (iv) Commercial paper which at the date of investment is rated A-1 or A-2 by S&P or Prime-1 or Prime-2 by Moody's or, if not rated, is issued by companies which at the date of investment have an outstanding debt issue rated AAA, AA, or A by S&P or Aaa, Aa, or A by Moody's; and (v) Such other fixed-income instruments as the Fund's Board of Trustees, in its judgment, deems to be of comparable quality to those enumerated above. 8 9 W.R. Berkley Corporation Profit Sharing Plan Notes to Financial Statements, Continued (2), Continued FIDELITY ADVISOR GROWTH OPPORTUNITIES FUND Under normal circumstances, at least 65% of the Fidelity Advisor Growth Opportunities Fund's total assets will be invested in securities of companies that have long-term growth potential. Growth can be considered either appreciation of the security itself or growth of the company's earnings or gross sales. Accordingly, these securities will often pay little, if any, income, which will be entirely incidental to the objective of capital growth. The Fund also has the ability to purchase other securities, such as preferred stock and bonds that may produce capital growth. Securities may be of all types or quality. The Fund may invest in lower-quality, high-yielding debt securities (sometimes referred to as "junk bonds"), although it intends to limit its investments in these securities to 35% of its assets. The Fund may purchase foreign investments of all types without limitation and may enter into foreign forward currency exchange contracts. The Fund may purchase or engage in indexed securities, illiquid investments, loans and other direct debt instruments, options and futures contracts, repurchase agreements and securities loans, restricted securities, reverse repurchase agreements, swap agreements and warrants. The Fund may make substantial temporary investments in high-quality debt securities and money market instruments, including commercial paper, obligations of banks of the U.S. government and repurchase agreements, for defensive purposes when economic or market conditions warrant. FIDELITY ADVISOR INCOME & GROWTH FUND The Fidelity Advisor Income & Growth Fund invests in equity securities, fixed-income securities and convertible securities, as well as preferred and common stock paying any combination of dividends and capital gains. The Fund also may buy securities that are not providing dividends but offer prospects for growth of capital or future income. The proportion of the Fund's assets invested in each type of security will vary from time to time in accordance with economic conditions. FIDELITY ADVISOR OVERSEAS FUND Normally, at least 65% of the Fidelity Advisor Overseas Fund's total assets will be invested in securities of issuers from at least three different countries outside of North America. The Fund expects to invest most of its assets in securities of issuers located in developed countries in these general geographic areas: The Americas (other than the U.S.); the Far East and the Pacific Basin; and Western Europe. In determining whether a company's or organization's principal activities are in a particular region, such factors as the location of assets, personnel, sales and earnings are considered. 9 10 W.R. Berkley Corporation Profit Sharing Plan Notes to Financial Statements, Continued (2), Continued FIDELITY ADVISOR GOVERNMENT INVESTMENT FUND The Fidelity Advisor Government Investment Fund invests primarily in obligations issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities (U.S. government securities), including U.S. Treasury bonds, notes and bills, Government National Mortgage Association mortgage-backed pass-through certificates (Ginnie Maes) and mortgage backed securities issued by the Federal National Mortgage Association (Fannie Maes) or the Federal Home Loan Mortgage Corporation (Freddie Macs). The Fund's investments in U.S. government securities may or may not be fully backed by the U.S. Government. The Fund may enter into repurchase agreements involving any securities in which it may invest and also may enter into reverse repurchase agreements. The Fund considers "government securities" to include U.S. Government securities subject to repurchase agreements. The Fund is not restricted as to the percentage of its assets. PARTICIPANT LOAN FUND The participant loan fund is comprised of balances due from participants who have outstanding loans. Loans are repaid at principal plus interest at the prime rate of interest in effect at the issuance of the loan. For 1996, the rate was 8%. (c) Distributions to terminated participants are based upon the participant's account balance following the end of the month in which the participant terminated. Monthly withdrawals to active participants are based upon the valuation date prior to the request for withdrawal. (d) Contributions to the Plan are approved by the Board of Directors of each participating subsidiary. The employer's cash contributions aggregated $6,747,820 and $5,681,495, respectively, for the years ended December 31, 1996 and 1995. (3) Plan Termination Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Upon termination of the Plan, all amounts credited to the participants become fully vested, and all assets remaining after payments of any expenses properly chargeable against the Plan will be distributed to the participants in accordance with the value of each participant's account on the date of such termination. (4) Tax Status The Internal Revenue Service has determined and informed the Company by a letter dated December 12, 1995 that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (IRC). (5) Subsequent Events Effective July 1, 1997, Fidelity Investments ("Fidelity") will be appointed by the Profit Sharing Finance Committee as the trustee, custodian and record keeper for the Plan. Additionally, participants will be allowed to direct the investment of prior and future contributions among eighteen new investment funds maintained by Fidelity. As soon as practicable thereafter, the investment fund assets maintained by Fleet will be automatically transferred to Fidelity. Additionally, effective on July 1, 1997, the Signet Star Holdings, Inc. Profit Sharing Plan ("Signet Star Plan") will be merged into the Plan. Each participating employer in the Signet Star Plan shall become a participating employee in the Plan. Prior service under the Signet Star Plan prior to the merger will count for eligibility and vesting under The Plan. Assets maintained in the Signet Star Plan shall be transferred to the Plan as soon as practicable after June 30, 1997. As of December 31, 1996 the Signet Star Plan had assets of approximately $7,750,000. 10 11 W.R. Berkley Corporation Profit Sharing Plan Notes to Financial Statements, Continued (6) Investments Investments as of December 31, 1996 and 1995 consisted of the following:
Fair Units December 31, 1996 Cost Value ----- ----------------- ---- ----- 11,452,911 Galaxy Money Market Fund $11,452,911 $11,452,911 96,998 W.R. Berkley Corporation Common Stock Fund 4,005,991 4,967,786 369,465 Galaxy Large Company Index Fund 7,428,955 8,320,358 424,217 Fidelity Advisor Intermediate Bond Fund 4,518,972 4,454,276 700,182 Fidelity Advisor Growth Opportunities Fund 20,614,573 24,716,416 757,728 Fidelity Advisor Income & Growth Fund 11,500,561 12,411,580 282,971 Fidelity Advisor Overseas Fund 4,030,236 4,346,438 456,138 Fidelity Advisor Government Investment Fund 4,316,649 4,315,068 ----------- ----------- Total $67,868,848 $74,984,833 =========== ===========
Fair Units December 31, 1996 Cost Value ----- ----------------- ---- ----- 10,359,310 Galaxy Money Market Fund $10,359,310 $10,359,310 77,657 W.R. Berkley Corporation Common Stock Fund 3,000,117 4,206,843 231,742 Galaxy Large Company Index Fund 4,527,177 4,414,688 379,080 Fidelity Advisor Limited Term Bond Fund 4,003,080 4,105,434 578,257 Fidelity Advisor Growth Opportunities Fund 16,158,677 18,296,063 682,884 Fidelity Advisor Income & Growth Fund 10,290,744 10,728,101 219,933 Fidelity Advisor Overseas Fund 3,039,769 3,162,640 414,790 Fidelity Advisor Government Investment Fund 3,907,930 4,085,679 ----------- ----------- Total $55,286,804 $59,358,758 =========== ===========
11 12 W.R. Berkley Corporation Profit Sharing Plan Notes to Financial Statements, Continued (6) Continued Net change in unrealized appreciation (depreciation) for the years ended December 31, 1996, 1995 and 1994 is as follows:
1996 1995 1994 ----------- ----------- ----------- W.R. Berkley Corporation Common Stock Fund $ (244,930) $ 1,206,726 $ -- Galaxy Large Company Index Fund 1,003,892 (112,489) -- Fidelity Advisor Intermediate Bond Fund (167,050) 101,354 -- Fidelity Advisor Growth Opportunities Fund 1,964,457 2,138,386 -- Fidelity Advisor Income and Growth Fund 473,661 437,357 -- Fidelity Advisor Overseas Fund 193,331 122,871 -- Fidelity Advisor Government Investment Fund (179,330) 177,749 -- U.S. Government Obligations -- 312,391 (1,237,004) Corporate Bonds & Notes -- 826,098 (1,010,626) Municipal Bonds -- 110,211 (269,536) Common Stocks -- (1,484,421) 159,753 Preferred Stocks -- 68,625 (57,750) ----------- ----------- ----------- Total $ 3,044,031 $ 3,904,858 $(2,415,163) =========== =========== ===========
12 13 W. R. Berkley Corporation Profit Sharing Plan December 31, 1996 Schedule II - Fund Information for the Statement of Net Assets Available for Plan Participants
W.R. Berkley Galaxy Fidelity Fidelity Galaxy Corp. Large Advisor Advisor Money Common Company Intermediate Growth WRBC Market Stock Index Bond Opportunities Fund Fund Fund Fund Fund Fund ---- ---- ---- ---- ---- ---- Cash $9,048 $ 1,335 $ -- $ (159) $ 566 $ 118,141 Investments -- 11,452,911 4,967,786 8,320,358 4,454,276 24,716,416 Employer contributions receivable -- 930,525 616,273 696,616 384,322 2,218,548 Employee contributions receivable -- 42,607 42,279 57,318 26,441 167,481 Participant loans -- -- -- -- -- -- Accrued interest and dividends receivable -- 46,745 13,206 -- 22,534 -- ====== =========== ========== ========== ========== =========== Net assets available for plan participants $9,048 $12,474,123 $5,639,544 $9,074,133 $4,888,139 $27,220,586 ====== =========== ========== ========== ========== =========== Fidelity Fidelity Advisor Fidelity Advisor Income & Advisor Government Participant Growth Overseas Investment Loan Fund Fund Fund Fund Total ---- ---- ---- ---- ----- Cash $ 87,000 $ (175) $ (1,356) $ 604 $ 215,004 Investments 12,411,580 4,346,438 4,315,068 -- 74,984,833 Employer contributions receivable 1,112,810 416,538 372,188 -- 6,747,820 Employee contributions receivable 72,187 30,577 20,291 -- 459,181 Participant loans -- -- -- 1,717,667 1,717,667 Accrued interest and dividends receivable -- -- 21,239 -- 103,724 =========== ========== =========== ========== =========== Net assets available for plan participants $13,683,577 $4,793,378 $ 4,727,430 $1,718,271 $84,228,229 =========== ========== =========== ========== ===========
For 1996 all investment elections are made by the participants 13 14 W. R. Berkley Corporation Profit Sharing Plan December 31, 1995 Schedule II, Continued
W.R. Berkley Galaxy Fidelity Fidelity Galaxy Corp. Large Advisor Advisor Money Common Company Limited Term Growth WRBC Market Stock Index Bond Opportunities Fund Fund Fund Fund Fund Fund ---- ---- ---- ---- ---- ---- Cash $7,548 $ (97) $ -- $ -- $ 24 $ -- Investments -- 10,359,310 4,206,843 4,414,688 4,105,434 18,296,063 Employer contributions receivable -- 857,069 439,546 427,663 363,310 1,895,544 Employee contributions receivable -- 47,639 29,478 36,610 28,579 160,862 Accrued interest and dividends receivable -- 45,955 137 1,310 59 444 ------ ----------- ---------- ---------- ---------- ----------- Net assets available for plan participants $7,548 $11,309,876 $4,676,004 $4,880,271 $4,497,406 $20,352,913 ====== =========== ========== ========== ========== =========== Fidelity Fidelity Advisor Fidelity Advisor Income & Advisor Government Growth Overseas Investment Fund Fund Fund Total ---- ---- ---- ----- Cash $ -- $ -- $ -- $ 7,475 Investments 10,728,101 3,162,640 4,085,679 59,358,758 Employer contributions receivable 1,001,930 356,787 339,646 5,681,495 Employee contributions receivable 78,666 26,810 28,260 436,904 Accrued interest and dividends receivable 232 70 73 48,280 ----------- ---------- ---------- ----------- Net assets available for plan participants $11,808,929 $3,546,307 $4,453,658 $65,532,912 =========== ========== ========== ===========
For 1995 all investment elections are made by the participants 14 15 W. R. Berkley Corporation Profit Sharing Plan For the year ended December 31, 1996 Schedule III - Fund Information for the Statement of Changes in Net Assets Available for Plan Participants
W.R. Berkley Galaxy Fidelity Galaxy Corp. Large Advisor Money Common Company Intermediate WRBC Market Stock Index Bond Fund Fund Fund Fund Fund ---- ---- ---- ---- ---- Net assets available as of 1/1/96 $7,548 $11,309,876 $4,676,004 $4,880,271 $4,497,406 ------ ----------- ---------- ---------- ---------- Additions: Employer contributions -- 941,616 619,387 697,909 386,824 Employee contributions -- 524,293 486,286 639,373 351,521 Rollover and reinstatement contributions -- 389,548 270,879 316,358 122,085 Loan interest -- 11,015 7,528 7,522 4,664 Interest and dividend income -- 518,884 60,704 291,026 285,537 Realized gains on sale of investments -- -- 151,444 71,794 42,814 Net change in unrealized appreciation (depreciation) in fair value -- -- (244,930) 1,003,892 (166,051) Other income (expenses) 1,500 38,967 (2,697) 11,470 2,119 ------ ----------- ---------- ---------- ---------- Total additions 1,500 2,424,323 1,348,601 3,039,344 1,029,513 ------ ----------- ---------- ---------- ---------- Deductions: Payments to participants -- (1,052,871) (228,568) (162,802) (207,037) ------ ----------- ---------- ---------- ---------- Loans: Loan issuances -- (334,925) (197,561) (220,604) (115,314) Loan repayments -- 46,245 35,554 32,305 23,150 ------ ----------- ---------- ---------- ---------- Net loans -- (288,680) (162,007) (188,299) (92,164) ------ ----------- ---------- ---------- ---------- Total deductions -- (1,341,551) (390,575) (351,101) (299,201) ------ ----------- ---------- ---------- ---------- Net increase prior to interfund transfers 1,500 1,082,772 958,026 2,688,243 730,312 ------ ----------- ---------- ---------- ---------- Transfers between funds -- 81,475 5,514 1,505,619 (339,579) Net increase 1,500 1,164,247 963,540 4,193,862 390,733 ------ ----------- ---------- ---------- ---------- Net assets available as of 12/31/96 $9,048 $12,474,123 $5,639,544 $9,074,133 $4,888,139 ====== =========== ========== ========== ========== Fidelity Fidelity Fidelity Advisor Advisor Fidelity Advisor Growth Income & Advisor Government Opportunities Growth Overseas Investment Fund Fund Fund Fund ---- ---- ---- ---- Net assets available as of 1/1/96 $20,352,913 $11,808,929 $3,546,307 $4,453,658 ----------- ----------- ---------- ---------- Additions: Employer contributions 2,231,945 1,119,323 419,467 373,699 Employee contributions 2,087,569 942,866 379,592 301,735 Rollover and reinstatement contributions 627,322 391,903 79,703 49,436 Loan interest 21,143 12,756 3,868 4,890 Interest and dividend income 1,327,444 467,794 213,861 271,145 Realized gains on sale of investments 419,654 71,797 40,271 2,789 Net change in unrealized appreciation (depreciation) in fair value 1,963,458 473,661 193,330 (179,329) Other income (expenses) (600) 25,484 754 (2,547) ----------- ----------- ---------- ---------- Total additions 8,677,935 3,505,584 1,330,846 821,818 ----------- ----------- ---------- ---------- Deductions: Payments to participants (901,274) (641,074) (121,295) (169,226) ----------- ----------- ---------- ---------- Loans: Loan issuances (627,140) (312,127) (93,780) (131,252) Loan repayments 78,366 50,632 12,222 35,958 ----------- ----------- ---------- ---------- Net loans (548,774) (261,495) (81,558) (95,294) ----------- ----------- ---------- ---------- Total deductions (1,450,048) (902,569) (202,853) (264,520) ----------- ----------- ---------- ---------- Net increase prior to interfund transfers 7,227,887 2,603,015 1,127,993 557,298 ----------- ----------- ---------- ---------- Transfers between funds (360,214) (728,367) 119,078 (283,526) Net increase 6,867,673 1,874,648 1,247,071 273,772 ----------- ----------- ---------- ---------- Net assets available as of 12/31/96 $27,220,586 $13,683,577 $4,793,378 $4,727,430 =========== =========== ========== ========== Participant Loan Fund Total ---- ----- Net assets available as of 1/1/96 $ -- $65,532,912 ---------- ----------- Additions: Employer contributions -- 6,790,170 Employee contributions -- 5,713,235 Rollover and reinstatement contributions -- 2,247,234 Loan interest -- 73,386 Interest and dividend income -- 3,436,395 Realized gains on sale of investments -- 800,563 Net change in unrealized appreciation (depreciation) in fair value -- 3,044,031 Other income (expenses) -- 74,450 ---------- ----------- Total additions -- 22,179,464 ---------- ----------- Deductions: Payments to participants -- (3,484,147) ---------- ----------- Loans: Loan issuances 2,032,703 -- Loan repayments (314,432) -- ---------- ----------- Net loans 1,718,271 -- ---------- ----------- Total deductions 1,718,271 (3,484,147) ---------- ----------- Net increase prior to interfund transfers 1,718,271 18,695,317 ---------- ----------- Transfers between funds -- -- Net increase 1,718,271 18,695,317 ---------- ----------- Net assets available as of 12/31/96 $1,718,271 $84,228,229 ========== ===========
For 1996 all investment elections are made by the participants 15 16 W. R. Berkley Corporation Profit Sharing Plan For the year ended December 31, 1995 Schedule III, Continued
W.R. Berkley Galaxy Fidelity Galaxy Corp. Large Advisor Money Common Company Limited Term WRBC Market Stock Index Bond Fund Fund Fund Fund Fund ---- ---- ---- ---- ---- Net assets available as of 1/1/95 $ 49,900,663 $ -- $ -- $ -- $ -- ------------ ----------- ---------- ---------- ---------- Additions: Employer contributions -- 857,069 439,546 427,663 363,310 Employee contributions 1,075,409 489,215 230,068 251,451 239,769 Rollover and reinstatement contributions 232,580 50,308 55,956 59,328 44,500 Interest and dividend income 965,813 378,964 19,473 107,969 150,467 Realized gains on sale of investments 1,091,731 -- 25,208 640,860 764 Net change in unrealized appreciation (depreciation) in fair value (167,096) -- 1,206,726 (112,489) 101,354 Other income (expenses) 29,062 41,660 (2,819) (690) (2,938) ------------ ----------- ---------- ---------- ---------- Additions 3,227,499 1,817,216 1,974,158 1,374,092 897,226 ------------ ----------- ---------- ---------- ---------- Deductions: Payments to participants (1,878,069) (717,344) (72,707) (141,285) (179,993) ------------ ----------- ---------- ---------- ---------- Net increase prior to interfund transfers 1,349,430 1,099,872 1,901,451 1,232,807 717,233 ------------ ----------- ---------- ---------- ---------- Transfers between funds (51,242,545) 10,210,004 2,774,553 3,647,464 3,780,173 Net (decrease) increase (49,893,115) 11,309,876 4,676,004 4,880,271 4,497,406 ------------ ----------- ---------- ---------- ---------- Net assets available as of 12/31/95 $ 7,548 $11,309,876 $4,676,004 $4,880,271 $4,497,406 ============ =========== ========== ========== ========== Fidelity Fidelity Fidelity Advisor Advisor Fidelity Advisor Growth Income & Advisor Government Opportunities Growth Overseas Investment Fund Fund Fund Fund Total ---- ---- ---- ---- ----- Net assets available as of 1/1/95 $ -- $ -- $ -- $ -- $49,900,663 ----------- ----------- ---------- ---------- ----------- Additions: Employer contributions 1,895,544 1,001,930 356,787 339,646 5,681,495 Employee contributions 1,238,034 622,271 238,903 209,537 4,594,657 Rollover and reinstatement contributions 300,196 178,975 20,966 26,701 969,510 Interest and dividend income 456,095 338,110 22,345 129,415 2,568,651 Realized gains on sale of investments 43,164 11,509 4,713 2,145 1,820,094 Net change in unrealized appreciation (depreciation) in fair value 2,138,386 437,357 122,871 177,749 3,904,858 Other income (expenses) (21,742) (3,572) (4,049) (3,615) 31,297 ----------- ----------- ---------- ---------- ----------- Additions 6,049,677 2,586,580 762,536 881,578 19,570,562 ----------- ----------- ---------- ---------- ----------- Deductions: Payments to participants (468,600) (363,994) (57,644) (58,677) (3,938,313) ----------- ----------- ---------- ---------- ----------- Net increase prior to interfund transfers 5,581,077 2,222,586 704,892 822,901 15,632,249 ----------- ----------- ---------- ---------- ----------- Transfers between funds 14,771,836 9,586,343 2,841,415 3,630,757 -- Net (decrease) increase 20,352,913 11,808,929 3,546,307 4,453,658 15,632,249 ----------- ----------- ---------- ---------- ----------- Net assets available as of 12/31/95 $20,352,913 $11,808,929 $3,546,307 $4,453,658 $65,532,912 =========== =========== ========== ========== ===========
For 1995 all investment elections are made by the participants 16 17 Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the Finance Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. W. R. BERKLEY CORPORATION By /s/ WILLIAM R. BERKLEY ------------------------ William R. Berkley June 20, 1997 17 18 CONSENT OF INDEPENDENT ACCOUNTANTS The Board of Directors W.R. Berkley Corporation: We consent to incorporation by reference in Registration Statement No. 33-88640 on Form S-8 of W.R. Berkley Corporation of our report dated April 30, 1997, relating to the statements of net assets available for plan participants of the W.R. Berkley Corporation Profit Sharing Plan as of December 31, 1996 and 1995, and the related statements of changes in net assets available for plan participants for each of the years in the three-year period ended December 31, 1996, and all related schedules, which report appears in the December 31, 1996 annual report on Form 11-K of the Plan. /s/ KPMG Peat Marwick LLP New York, New York June 20, 1997 -----END PRIVACY-ENHANCED MESSAGE-----