-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, j6FC4ip0HbA70r954NIKTcPAcmkzoO+JqFIVY8RhkJrGytnyumDEdkWqgN8FV7Z0 w4KhPw3te/CLlvRErYkf7Q== 0000950005-95-000113.txt : 19950531 0000950005-95-000113.hdr.sgml : 19950531 ACCESSION NUMBER: 0000950005-95-000113 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19941130 FILED AS OF DATE: 19950530 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: HELIAN HEALTH GROUP INC CENTRAL INDEX KEY: 0000856288 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-SPECIALTY OUTPATIENT FACILITIES, NEC [8093] IRS NUMBER: 954070276 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18244 FILM NUMBER: 95543414 BUSINESS ADDRESS: STREET 1: 9600 BLUE LARKSPUR LANE STREET 2: STE 201 CITY: MONTEREY STATE: CA ZIP: 93940 BUSINESS PHONE: 4086469000 MAIL ADDRESS: STREET 2: 9600 BLUE LARKSPUR LANE CITY: MONTEREY STATE: CA ZIP: 93940 11-K 1 FORM 11-K ============================================================================== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------------------------ FORM 11-K ANNUAL REPORT Pursuant to Section 15(d) of the Securities Exchange Act of 1934 (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the fiscal year ended November 30, 1994 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For transition period from to -------------- ------------- Commission file number 2-18244 ------------------- Helian Health Group, Inc. 401(k) Profit Sharing Plan (Full title of the plan and the address of the plan, if different from that of the issuer named below) HELIAN HEALTH GROUP, INC. 9600 Blue Larkspur Monterey, CA 93940 (Name of issuer of the securities held pursuant to the plan and the address of its principal executive office) =============================================================================== HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN --------- FINANCIAL STATEMENTS for the years ended November 30, 1994 and 1993 HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN INDEX TO FINANCIAL STATEMENTS Pages ----- Report of Independent Accountants ......................................... 2 Financial Statements: Statement of Net Assets Available for Plan Benefits at November 30, 1994 ............................................. 3 Statement of Net Assets Available for Plan Benefits at November 30, 1993 ............................................. 4 Statement of Changes in Net Assets Available for Plan Benefits for the year ended November 30, 1994 ............................. 5 Statement of Changes in Net Assets Available for Plan Benefits for the year ended November 30, 1993 ............................. 6 Statement of Changes in Net Assets Available for Plan Benefits for the year ended November 30, 1992 ............................. 7 Notes to Financial Statements ........................................ 8-14 Supplemental Schedules: Item 30(a) Schedule of Assets Held for Investment Purposes as of November 30, 1994 .......................................... 15 Item 30(d) Schedule of Reportable Transactions for the year ended November 30, 1994 ............................. 16 REPORT OF INDEPENDENT ACCOUNTANTS To the Administrative Committee Helian Health Group, Inc. 401(k) Profit Sharing Plan: We have audited the accompanying statements of net assets available for plan benefits of Helian Health Group, Inc. 401(k) Profit Sharing Plan (the Plan) as of November 30, 1994 and 1993, and the related statements of changes in net assets available for Plan benefits for each of the three years in the period ended November 30, 1994. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for Plan benefits of Helian Health Group, Inc. 401(k) Profit Sharing Plan as of November 30, 1994 and 1993, and the changes in net assets available for Plan benefits for each of the three years in the period ended November 30, 1994, 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 on pages 15 and 16 are presented for purposes of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplementary schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, are fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. [COOPERS & LYBRAND L.L.P.] San Jose, California April 29, 1995 HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS November 30, 1994
Helian Guaranteed U.S. International Real Bond and Money Stock Interest Stock Stock Estate Mortgage Market Account Accounts Account Account Account Account Account -------- ---------- ------- ------------- -------- ---------- --------- Assets: Investments, of fair volume (Notes 3) ................. $75,670 $1,246,451 $411,490 $242,802 $26,985 $136,796 $58,320 Leases to participate........ Employees contribution receivable ................ 281 3,277 4,280 3,933 215 1,768 520 -------- ---------- -------- -------- ------- -------- ------- Total assets............ 75,951 1,249,728 415,770 246,735 27,200 138,564 58,840 Liabilities Refunds payable.............. 3,980 10,357 16,455 10,213 11 5,653 11 -------- ---------- -------- -------- -------- -------- ------- Net assets available for plans benefits............... $71,971 $1,239,371 $399,315 $236,522 $27,189 $132,911 $58,829 ======== ========== ======== ======== ======= ======== =======
Stock Retirement Value Small Co. Growth Government Index Investment Stock Stock Securities Securities Loan Account Annuity Account Account Account Account Fund -------- ---------- ------- ------------- -------- ---------- --------- Assets: Investments, of fair volume (Notes 3) ................. $35,116 $ 29,463 $ 204 $2,368 $2,659 $ 559 Leases to participate........ $27,327 Employees contribution receivable ................ 1,092 3 102 222 47 -------- ---------- -------- ------------- -------- ---------- --------- Total assets............ 36,208 29,463 207 2,470 2,881 606 27,327 Liabilities Refunds payable.............. 382 359 845 -------- ---------- -------- ------------- -------- ---------- --------- Net assets available for plans benefits............... $35,826 $ 29,463 $ 207 $ 2,111 $2,036 $ 606 $27,327 ======== ========== ======== ============= ======== ========== =========
Balance at November 30, 1994 ------------- Assets: Investments, of fair volume (Notes 3) ................. $2,268,883 Leases to participate........ 27,327 Employees contribution receivable ................ 15,740 ---------- Total assets............ 2,311,950 Liabilities Refunds payable.............. 48,266 ----------- Net assets available for plans benefits............... $2,263,684 =========== The accompanying notes are an integral part of these financial statements. HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS November 30, 1993
Helian Guaranteed U.S. International Real Bond and Money Stock Interest Stock Stock Estate Mortgage Market Account Accounts Account Account Account Account Account ------- ---------- ------- ------------- -------- -------- --------- Assets: Investments, at fair value (Notes 3) ................. $44,466 $1,175,415 $262,290 $71,759 $17,761 $96,144 $48,977 Loans to participants......... Employer contribution receivable ................ 730 44,795 3,698 1,386 117 1,357 690 ------- ---------- -------- ------- ------- ------- ------- Total assets............ 45,196 1,220,210 265,988 73,145 17,878 97,501 49,667 Liabilities: Refunds payable.............. 1,627 14,488 7,208 970 527 3,133 202 ------- ---------- -------- ------- ------- ------- ------- Net assets available for plans benefits............... $43,569 $1,205,722 $258,780 $72,175 $17,351 $94,368 $49,465 ======= ========== ======== ======= ======= ======= =======
Stock Retirement Balance at Index Investment Loan November 30, Account Annuity Fund 1993 ------- ---------- ---- ------------ Assets: Investments, at fair value (Notes 3) ................. $12,939 $29,627 $1,759,378 Loans to participants......... $38,856 38,856 Employer contribution receivable ................ 169 52,942 ------- ------- ------- ---------- Total assets............ 13,108 29,627 38,856 1,851,176 Liabilities: Refunds payable.............. 99 28,254 ------- ------- ------- ---------- Net assets available for plans benefits............... $13,009 $29,627 $38,856 $1,822,922 ======= ======= ======= ==========
HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS for the year ended November 30, 1994
Helian Guaranteed U.S. International Real Bond and Money Stock Interest Stock Stock Estate Mortgage Market Account Accounts Account Account Account Account Account -------- ---------- ------- ------------- -------- ---------- --------- Additions to net assets attributed to: Net appreciation in fair value ..................... $11,112 $ 3,102 $ 9,635 $ 968 Interest income ............. $ 80,612 $ 2,255 Contribution ............... 16,325 141,054 129,798 100,441 7,936 49,657 24,840 -------- ---------- -------- ------------- -------- ---------- --------- Total additions ........ 27,437 221,666 132,900 110,076 8,904 49,657 27,095 Deductions from net assets attributed to: Net depreciation in fair value. (3,120) Administration fees............ (8,876) (153) (65) (1) (49) (4,559) Termination benefits........... (85,597) (21,365) (10,085) (263) (2,381) (30,707) -------- ---------- -------- ------------- -------- ---------- --------- Total deductions (94,473) (21,518) (10,150) (264) (5,550) (35,266) -------- ---------- -------- ------------- -------- ---------- --------- Total increase(decrease)... 27,437 127,193 111,382 99,926 8,640 44,107 (8,171) Net assets available for plans benefits: Beginning of year ........... $43,569 $1,205,722 $258,780 $ 72,175 $17,351 $ 94,368 $49,465 Loans to participants........ (4,900) (367) (159) (248) (116) Loan repayments.............. 805 6,854 3,733 6,120 1,200 198 Particpant directed transfers, net 160 (95,498) 25,787 58,460 1,198 (6,516) 17,453 -------- ---------- -------- ------------- -------- ---------- --------- End of year.................... $71,971 $1,239,371 $399,315 $236,522 $27,189 $132,911 $58,829 ======== ========== ======== ============= ======== ========== =========
Stock Retirement Value Small Co. Growth Government Index Investment Stock Stock Securities Securities Loan Account Annuity Account Account Account Account Plan ------- ---------- ------- ------------- -------- ---------- --------- Additions to net assets attributed to: Net appreciation in fair value ..................... $ 1 $ 3 Interest income ............. $ 2,418 $ 1,700 Contribution ............... 25,211 $ 207 2,108 $ 1,477 606 ------- ---------- -------- ------------- -------- ---------- --------- Total additions ........ 25,212 2,418 207 2,111 1,477 606 1,700 Deductions from net assets attributed to: Net depreciation in fair value. Administration fees............ (19) (25) Termination benefits........... (882) (2,575) ------- ---------- -------- ------------- -------- ---------- --------- Total deductions (901) (2,582) ------- ---------- -------- ------------- -------- ---------- --------- Total increase(decrease)... 24,311 (164) 207 2,111 1,477 606 1,700 Net assets available for plans benefits: Beginning of year ........... $13,009 29,627 38,856 Loans to participants........ 5,790 Loan repayments.............. 109 (19,019) Particpant directed transfers, net............. (1,603) 559 ------- ---------- -------- ------------- -------- ---------- --------- End of year.................... $35,826 $ 29,463 $ 207 $ 2,111 $ 2,036 $ 606 $27,327 ======= ========== ======== ============= ======== ========== =========
Total -------- Additions to net assets attributed to: Net appreciation of fair value ...................... $ 24,821 Interest income .............. 86,985 Contribution ................ 499,660 ---------- Total additions ......... 611,466 Deductions from net assets attributed to: Net depreciation in fair value (3,120) Administration fees........... (13,747) Termination benefits.......... (153,837) ---------- Total deductions (170,704) ---------- Total increase(decrease).. 440,762 Net assets available for plans benefits: Beginning of year ........... 1,822,922 Loans to participants........ Loan repayments.............. Particpant directed transfers, net ---------- End of year.................... $2,263,684 ========== HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS for the year ended November 30, 1993
Helian Guaranteed U.S. International Real Bond and Money Stock Interest Stock Stock Estate Mortgage Market Account Accounts Account Account Account Account Account -------- ---------- ------- ------------- -------- ---------- --------- Additions to net assets attributed to: Net appreciation in fair value ..................... $ 17,115 $ 14,173 $ 785 $ 10,592 Interest income ............. $ 80,646 $ 1,194 Contribution ............... $25,491 210,853 84,240 19,807 4,857 29,071 18,026 -------- ---------- -------- ------------- -------- ---------- --------- Total additions ........ 25,491 291,499 101,355 33,980 5,642 39,663 19,220 -------- ---------- -------- ------------- -------- ---------- --------- Deductions from net assets attributed to: Net depreciation in fair value.(19,779) Administration fees............ (811) (113) (14) (25) (34) Termination benefits........... (2,316) (32,181) (9,275) (1,036) (658) (12,495) (791) -------- ---------- -------- ------------- -------- ---------- --------- Total deductions (22,095) (32,992) (9,388) (1,050) (658) (12,520) (825) -------- ---------- -------- ------------- -------- ---------- --------- Total increase(decrease)... 3,396 258,507 91,967 32,930 4,984 27,143 18,395 Net assets available for plans benefits: Beginning of year ........... 37,430 1,032,165 122,857 15,004 11,742 57,314 32,789 Loans to participants........ (2,584) (2,515) (176) (1,070) (1,035) Loan repayments.............. 34 3,849 3,351 1,824 1,068 15 Particpant directed transfers, net 2,709 (86,215) 43,120 22,593 625 9,913 (699) -------- ---------- -------- ------------- -------- ---------- --------- End of year.................... $43,569 $1,205,722 $258,780 $ 72,175 $17,351 $ 94,368 $49,465 ======== ========== ======== ============= ======== ========== =========
Stock Retirement Index Investment Loan Account Annuity Fund Total -------- ---------- ------- ---------- Additions to net assets attributed to: Net appreciation in fair value ..................... $ 981 $ 43,646 Interest income ............. $ 2,323 $ 702 84,865 Contribution ............... 3,181 395,526 -------- ---------- -------- ---------- Total additions ........ 4,162 2,323 702 524,037 Deductions from net assets attributed to: Net depreciation in fair value. (19,779) Administration fees............ (25) (1,022) Termination benefits........... (58,752) -------- ---------- -------- ---------- Total deductions (25) (79,553) -------- ---------- -------- ---------- Total increase(decrease)... 4,162 2,298 702 444,484 Net assets available for plans benefits: Beginning of year ........... 893 27,329 40,915 1,378,438 Loans to participants........ 7,380 Loan repayments.............. (10,141) Particpant directed transfers, net............. 7,954 -------- ---------- -------- ---------- End of year.................... $13,009 $ 29,627 $ 38,856 $1,822,922 ======== ========== ======== ==========
HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS for the year ended November 30, 1992
Helian Guaranteed U.S. International Real Bond and Money Stock Interest Stock Stock Estate Mortgage Market Account Accounts Account Account Account Account Account -------- ---------- ------- ------------- -------- ---------- --------- Additions to net assets attributed to: Net appreciation in fair value ..................... $ 7,082 $ 18,181 $ 134 $ 4,705 Interest income ............. $ 72,706 $ 1,240 Contribution ............... 19,944 246,654 45,016 $ 7,542 2,175 17,644 14,818 ------- ---------- -------- ------------- -------- ---------- --------- Total additions ........ 27,026 319,360 63,197 7,542 2,309 22,349 16,058 Deductions from net assets attributed to: Net depreciation in fair value. (545) Administration fees............ (114) (227) (16) (2) (25) Termination benefits........... (44,341) (437) (3,933) ------- ---------- -------- ------------- -------- ---------- --------- Total deductions (114) (44,568) (16) (547) (462) (3,933) ------- ---------- -------- ------------- -------- ---------- --------- Total increase(decrease)... 26,912 274,792 63,181 6,995 2,309 21,887 12,125 Net assets available for plans benefits: Beginning of year ........... 15,748 750,190 67,935 1,474 33,376 36,135 Loans to participants........ (175) (2,925) (12,100) Loan repayments.............. 31 7,070 1,448 1,825 1,068 Particpant directed transfers, net (5,086) 3,038 2,393 4,710 9,433 983 (15,471) ------- ---------- -------- ------------- -------- ---------- --------- End of year.................... $37,430 $1,032,165 $122,857 $ 15,004 $11,742 $ 57,314 $32,789 ======= ========== ======== ============= ======== ========== =========
Stock Retirement Index Investment Loan Account Annuity Fund Total -------- ---------- ------- ---------- Additions to net assets attributed to: Net appreciation of fair value ..................... $ 27 $ 30,129 Interest income ............. $ 2,155 $ 2,944 79,045 Contribution ............... 866 354,659 -------- ---------- -------- ---------- Total additions ........ 893 2,155 2,944 463,833 Deductions from net assets attributed to: Net depreciation in fair value. (545) Administration fees............ (134) (518) Termination benefits........... (1,942) (50,653) -------- ---------- -------- ---------- Total deductions (2,076) (51,716) -------- ---------- -------- ---------- Total increase(decrease)... 893 79 2,944 412,117 Net assets available for plans benefits: Beginning of year ........... 27,250 34,213 966,321 Loans to participants........ 15,200 Loan repayments.............. (11,442) Particpant directed transfers, net -------- ---------- -------- ---------- End of year.................... $ 893 $ 27,329 $ 40,915 $1,378,438 ======== ========== ======== ========== The accompanying notes are an integral part of these financial statements.
HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN NOTES TO FINANCIAL STATEMENTS 1. Description of Plan: The Helian Health Group, Inc. 401(k) Profit Sharing Plan (the Plan) was formed on December 1, 1986 with March 1, 1987 as the initial entry date for employees. The Plan's investments are held and administered by Principal Mutual Life Insurance Company. The following description of the Plan provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. General: The Plan is a defined contribution plan covering all regular employees of Helian Health Group, Inc. (the Company) who have completed one year of service (a minimum of 1,000 hours in such a year) and are 21 years of age or older. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974. Effective December 1, 1993, the Plan was amended to allow all regular employees to enroll in the Plan on the first quarterly enrollment date subsequent to their date of hire. Contributions: Cash contributions by the Company are solely at the discretion of the Company's board of directors. The annual contribution shall not exceed the maximum amount deductible under the provisions of the Internal Revenue Code. The maximum employee contribution to the Plan for 1993 under an elective deferral agreement was 15% of earnings, up to a maximum contribution of $9,240. All participant contributions may be made on either a before-tax or after-tax basis and are subject to Internal Revenue Service limitations and Plan rules. Employee contributions during 1994, 1993 and 1992 were $440,978, $354,740 and $304,026, respectively. Employer contributions during 1994, 1993 and 1992 were $58,682, $40,786 and $50,633, respectively. Participant Accounts: Each participant's account is credited with the participant's contribution, together with any discretionary contribution, including any forfeitures, from the Company, and an allocated portion of the Plan's earnings. Company contributions are allocated to each participant's account in the same ratio as the participant's annual compensation bear to total annual compensation of all participants of the Plan. Plan earnings are allocated to each participant's accounts based on the ratio of each participant's account in each investment fund to the total of all participants' accounts in each investment fund. 1. Description of Plan, continued: Benefits and Vesting: Participants are immediately vested in their own contributions plus actual earnings thereon. Generally, vesting of Company contributions in a participant's account is based on years of continuous service. The participant vests 25% after three years, 25% after four years and 100% after five years of continuous service. In any event, the full amount of the participant's account becomes vested no later than the normal retirement age or when employment with the Company terminates by reason of death or total disability, as defined. If the participant terminates employment with the Company for any other reason, the participant is entitled to the vested amount in their account. Forfeitures may first be applied to pay expenses of the Plan. At the Plan's year-end, any remaining forfeitures may be reallocated, along with the Company's discretionary contributions, to all eligible members. Loans: Under the Plan, a loan made to a Plan participant shall be an amount that is not more than the lesser of $50,000 or 50% of the vested portion of the participant's account. Only one loan may be outstanding at a time. Loans shall bear a reasonable interest rate based on rates available for similar loans from commercial lending institutions (currently 7% - 8%), and are required to be repaid at least quarterly with a repayment period not to exceed five years. If employment is terminated, the balance of any outstanding loan is due. All interest paid on the loan by the participant is allocated directly to the participant's account. Only one loan per participant is permitted during any period of 12 consecutive months. As of November 30, 1994, there were $27,327 of loans outstanding. Concentration of Credit Risk: As of November 30, 1994 and 1993, approximately $1,239,000 and $1,206,000, respectively, of the Plan's investments consisted of guaranteed interest accounts with Principal Mutual Life Insurance Company. The majority of the remaining funds are invested in various pooled separate accounts with Principal Mutual Life Insurance Company, which have investments in common stocks, bonds, mortgages, and real estate. Each of these investments bears the credit risk associated with each fund. Amounts have also been invested in the Company's stock and in an annuity contract, which bears the risk associated with these type of investments. 2. Summary of Significant Accounting Policies: Investments are stated at fair value, as measured by quoted market prices, except for the Guaranteed Interest Account, for which investments are stated at the contract value, and the Real Estate Account for which investment properties are stated at current appraisal values. The Plan presents in the statements of changes in net assets available for plan benefits the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those assets. Interest on the Guaranteed Interest Account is recorded as earned on an accrual basis. Income from the Money Market, U.S. Stock Account, Stock Index Account, Bond and Mortgage Account and Real Estate Account is recorded as part of the net appreciation (depreciation) in the fair value of the fund assets. The financial statements and accompanying related footnotes are prepared in conformity with generally accepted accounting principles. 3. Investments: The investment information for the years ended November 30, 1994 and 1993 has been certified by Principal Mutual Life Insurance Company. The pooled investments were allocated to the Plan based on the ratio of the participants' accounts in each investment fund to the total of all accounts in each investment fund. The participants may elect to invest in the twelve funds which are described below. Helian Stock Account. This fund is invested in Helian Health Group, Inc. stock. Guaranteed Interest Account. This fund is invested primarily in corporate bonds and mortgages and other long-term securities. Contributions to this fund will earn a fixed rate of interest that is determined by Principal Mutual Life Insurance Company at the end of the Plan year in which deposits were made. Transfers out of a guaranteed account before the end of the guarantee period may be subject to a surrender charge. U.S. Stock Account. This fund is invested primarily in common stocks which are considered to have investment "value." Higher risk stocks of new companies are avoided. International Stock Account. This fund is invested in common stocks of corporations located outside the U.S. The fund focuses on investing in strong companies with an emphasis on regions experiencing strong economic growth, such as Asia and Europe. 3. Investments, continued: Real Estate Account. This fund is invested in income-producing real estate properties. Bond and Mortgage Account. The objective of this fund is to seek income over the intermediate term through investment in debt securities such as corporate bonds and commercial and home mortgages. Money Market Fund. This fund is invested primarily in securities that mature in less than one year, such as commercial paper, U.S. treasury bills and bank certificates of deposit. Stock Index Fund. This fund is invested primarily in the common stock of the firms included in the Standard & Poor's 500 Stock Index. Value Stock Account. This fund is invested primarily in traditional value stocks. These investments offer price/earnings ratios that are lower than average with dividend yields higher than average. Many of these stocks are temporarily out of favor with investors and can be bought at bargain prices. Small Company Stock Account. This fund invests in stocks of relatively smaller companies whose earnings are expected to grow faster than most companies. Growth Securities Account. This fund invests primarily in the stock of larger companies whose earnings are expected to grow more rapidly than most companies. Government Securities Account. This fund invests in U.S. government securities. Principal and interest payments are guaranteed by the U.S. Government (GNMA) or by U.S. government instrumentalities (FNMA and FHLMC). In addition, a participant has invested $29,463 in a retirement investment annuity. Contributions not yet invested in instruments typical for each fund are temporarily held in a deposit account. These deposits are allocated to each fund based on the ratio of each participant's allocation percentage. Plan assets are assigned to participants on a unit basis. 3. Investments, continued: Investments held by the Plan as of November 30, 1994 and 1993 are as follows:
Net Asset Fair Number Value Per Market of Units Unit Value Cost (2) ---------- ---------- ------- -------- 1994 - ---- Helian Stock Account, common stock, $0.01 par......................................... $ 75,670 $ 77,444 Guaranteed Interest Account: Principal Mutual Insurance Co. ................... 1,246,451(1) 1,246,451 U.S. Stock Account ................................. 2,251 $ 182.80 411,490 383,874 International Stock Account ........................ 12,587 19.29 242,802 221,540 Real Estate Account ................................ 141 191.38 26,985 25,373 Bond and Mortgage Account .......................... 409 334.47 136,796 128,942 Money Market Fund .................................. 1,952 29.88 58,320 55,753 Stock Index Account ................................ 2,381 14.75 35,116 34,278 Government Securities Account ...................... 58 9.64 559 564 Value Stock Account ................................ 13 15.69 204 208 Small Company Stock Account ........................ 122 19.41 2,368 2,365 Growth Stock Account ............................... 176 15.11 2,659 2,666 Retirement Investment Annuity ...................... 29,463 25,149 ------- -------------- ------------- 20,090 $ 2,268,883 $ 2,204,607 ======= =============== ============= 1993 - ---- Helian Stock Account, common stock, $0.01 par $ 44,466 $ 61,414 Guaranteed Interest Account: Principal Mutual Insurance Co. ..................... 1,175,415(1) 1,175,415 U.S. Stock Account ................................. 1,455 $ 180.23 262,290 234,364 International Stock Account ........................ 4,113 17.45 71,759 58,389 Real Estate Account ................................ 97 183.47 17,761 16,894 Bond and Mortgage Account .......................... 280 343.25 96,144 83,911 Money Market Fund .................................. 1,701 28.79 48,977 48,977 Stock Index Account ................................ 884 14.63 12,939 11,936 Retirement Investment Annuity ...................... 29,627 25,149 ------- -------------- ------------- 8,530 $ 1,759,378 $ 1,716,449 ======= =============== ============= (1) Represents the contract value (2) As determined on a first-in, first-out basis
HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN NOTES TO FINANCIAL STATEMENTS, Continued 4. Plan Termination: Although it has not expressed any intention to do so, the Company has the right to discontinue its contributions and to terminate the Plan subject to provisions of ERISA. Upon termination of the Plan, the full value of all participants' accounts becomes fully vested and non-forfeitable. The trust shall continue in existence until all participants' accounts have been completely distributed. 5. Tax Status: The United States Treasury Department has advised the Company that the Plan constitutes a qualified trust under Section 401(a) of the Internal Revenue Code and is, therefore, exempt from federal income taxes under provisions of Section 501(a) of the Codes by letter of determination received by the Company in March 1988. 6. Administrative Costs: In addition to administrative costs of $13,747 and $1,022 deducted from Plan assets in fiscal 1994 and 1993, respectively, additional administrative costs of the Plan for fiscal 1994 and 1993 in the amount of none and $7,073, respectively, were paid by Helian Health Group, Inc. 7. Reconciliation to Internal Revenue Service Form 5500: Differences exist between these financial statements and the Internal Revenue Service Form 5500 filed for the Plan. These differences are the results of variations in the timing of the recognition of certain transactions affecting the Plan. The following is the reconciliation of these differences: Contributions: Per audited financial statements ......................... $ 499660 Refunds payable as of November 30, 1994 .................. 48266 ------------- Per Form 5500 ............................................ $ 547925 ============= 7. Reconciliation to Internal Revenue Service Form 5500, continued: Termination Benefits: Per audited financial statements .......................... $ 153837 Refunds payable as of November 30, 1993, paid in 1994 ..... 28254 --------------- Per Form 5500 ............................................. $ 182091 =============== Net Assets Available for Plan Benefits: Per audited financial statements .......................... $ 2263684 Refunds payable as of November 30, 1994 ................... 48266 --------------- Per Form 5500 ............................................. $ 2311950 =============== HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN NOTES TO FINANCIAL STATEMENTS, Continued 1 HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN ITEM 30a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES(1) as of November 30, 1994
Maturity Interest Identity of Issue Description of Investment Date Rate - ----------------- ------------------------- -------- ---------- Principal Mutual Guaranteed Investment Fund Guaranteed interest contract 11/30/94 8.93%-9.05% Principal Mutual Guaranteed Investment Fund Guaranteed interest contract 11/30/95 8.09%-8.12% Principal Mutual Guaranteed Investment Fund Guaranteed interest contract 11/30/96 6.80%-7.15% Principal Mutual Guaranteed Investment Fund Guaranteed interest contract 11/30/97 5.49%-6.10% Principal Mutual Guaranteed Investment Fund Guaranteed interest contract 11/30/98 6.43% U.S. Stock Account U.S. Companies' common stock Helian Stock Account Helian Stock International Stock Account International Companies' common stock Bond and Mortgage Account Private market bonds and mortgages Money Market Account Short-term securities Retirement Investment Annuity Annuity Real Estate Account Investments in income producing real estate Stock Index Account Investments in S&P 500 common stock Government Securities Account Investments in U.S. government securities Value Stock Account Investments in traditional vlaue stocks Small Company Stock Account Smaller company stocks Growth Stock Account Larger company stocks
Fair Market Identity of Issue Cost Value - ----------------- --------- ----------- Principal Mutual Guaranteed Investment Fund $ 193,064 $ 193,064 Principal Mutual Guaranteed Investment Fund 200,063 200,063 Principal Mutual Guaranteed Investment Fund 238,350 238,350 Principal Mutual Guaranteed Investment Fund 323,924 323,924 Principal Mutual Guaranteed Investment Fund 291,050 291,050 ---------- ---------- 1,246,451 1,246,451 U.S. Stock Account 383,874 411,490 Helian Stock Account 77,444 75,670 International Stock Account 221,540 242,802 Bond and Mortgage Account 128,942 136,796 Money Market Account 58,320 58,320 Retirement Investment Annuity 25,149 29,463 Real Estate Account 25,373 26,985 Stock Index Account 34,278 35,116 Government Securities Account 564 559 Value Stock Account 208 204 Small Company Stock Account 2,365 2,368 Growth Stock Account 2,666 2,659 ---------- ---------- $2,207,174 $2,268,883 ========== ========== HELIAN HEALTH GROUP, INC. 401K PROFIT SHARING PLAN NOTES TO FINANCIAL STATEMENTS, Continued HELIAN HEALTH GROUP, INC 401K PROFIT SHARING PLAN ITEM 30d - SCHEDULE OF REPORTABLE TRANSACTIONS(a) for the year ended November 30, 1994
Total Total Total Total Number Dollar Number Dollar Net Gain of Value of of Value of or (Loss) Purchases Purchases Sales Sales on Sales ----------- ------------ ------ --------- ------ Guaranteed Interest Account ................................. 45 $ 234,668 62 $ 212,533 U.S. Stock Account .......................................... 43 184,076 International Stock Account ................................. 48 181,055 --- ----------- ------ --------- ------ 136 $ 599,799 62 $ 212,533 $ -- === =========== ======= ========= ====== (a) The transactions with respect to these issues for the year ended November 30, 1994 are reportable under Section 2520.103-6(c)(1)(iii). The information reported is in accordance with the alternative method available under Section 2520.103-6(d)2.
CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the Registration Statement of Helian Health Group, Inc. 401(k) Profit Sharing Plan on Form S-8 (File No. 2-18244) of our report dated April 29, 1995 on our audit of the financial statements and supplemental schedules of Helian Health Group, Inc. 401(k) Profit Sharing Plan as of November 30, 1994, and for the year then ended, which report is included in this Annual Report on Form 11-K. Coopers & Lybrand L.L.P. San Jose, California May 25, 1995 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or any persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 26, 1995 HELIAN HEALTH GROUP, INC. 401(k) PROFIT SHARING PLAN By: /s/ Donald C. Blanding --------------------------- Donald C. Blanding Treasurer -----END PRIVACY-ENHANCED MESSAGE-----