-----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, hxa3G9sGlMfjO9PkGwBL+x7uPuFZNDREglsOabVtEPuf8Ou56l9pYcn7Ny8GqcAb ktpqhWJTksBHVIrCmw2WGQ== 0000950144-94-001292.txt : 19940705 0000950144-94-001292.hdr.sgml : 19940705 ACCESSION NUMBER: 0000950144-94-001292 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACTAVA GROUP INC CENTRAL INDEX KEY: 0000039547 STANDARD INDUSTRIAL CLASSIFICATION: 7384 IRS NUMBER: 580971455 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-05706 FILM NUMBER: 94536415 BUSINESS ADDRESS: STREET 1: 4900 GEORGIA PACIFIC CTR CITY: ATLANTA STATE: GA ZIP: 30303 BUSINESS PHONE: 4046589000 MAIL ADDRESS: STREET 1: 4900 GEORGIA PACIFIC CTR CITY: ATLANTIA STATE: GA ZIP: 30303 FORMER COMPANY: FORMER CONFORMED NAME: FUQUA INDUSTRIES INC /DE/ DATE OF NAME CHANGE: 19920703 10-K/A 1 ACTAVA FORM 10-K/A AMENDMENT #2 1 ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A AMENDMENT NO. 2 (MARK ONE) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 1993 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 1-5706 THE ACTAVA GROUP INC. (Exact name of registrant as specified in its charter) DELAWARE 58-0971455 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 4900 GEORGIA-PACIFIC CENTER, 30303 ATLANTA, GEORGIA (Zip Code) (Address of principal Executive Offices) (404) 658-9000 (Registrant's telephone number, including area code) ================================================================================ 2 ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K. (a)(1) Financial Statements INDEX OF FINANCIAL STATEMENTS The following consolidated financial statements of The Actava Group Inc. and subsidiaries are included in Item 8:
Page ---- Report of Independent Auditors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-3 Consolidated Balance Sheets as of December 31, 1993 and 1992 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-4 Consolidated Statements of Operations for the years ended December 31, 1993, 1992 and 1991 . . . . . . . . . . . . . . . . . . . . . . . F-5 Consolidated Statements of Cash Flows for the years ended December 31, 1993, 1992 and 1991 . . . . . . . . . . . . . . . . . . . . . . . F-6 Consolidated Statements of Stockholders' Equity for the years ended December 31, 1993, 1992 and 1991 . . . . . . . . . . . . . . . . . . F-7 Notes to Consolidated Financial Statements -- December 31, 1993 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . F-8 Summary of Quarterly Earnings and Dividends . . . . . . . . . . . . . . . . . . . . . . . F-30 (a)(2) Schedules
INDEX OF FINANCIAL STATEMENT SCHEDULES The following consolidated financial statement schedules of The Actava Group Inc. and subsidiaries are included in Item 14(d):
Page ---- Schedule II -- Amounts Receivable From Related Parties and Underwriters, Promoters, and Employees Other Than Related Parties . . . . . . . . . S-2 Schedule III -- Condensed Financial Information of The Actava Group Inc. . . . . . . . S-3 Schedule V -- Property, Plant and Equipment . . . . . . . . . . . . . . . . . . . . S-7 Schedule VI -- Accumulated Depreciation, Depletion and Amortization of Property, Plant and Equipment . . . . . . . . . . . . . . . . . . . . . . . . . S-8 Schedule VIII -- Valuation and Qualifying Accounts . . . . . . . . . . . . . . . . . . S-9 Schedule IX -- Short-term Borrowings . . . . . . . . . . . . . . . . . . . . . . . . S-12 Schedule X -- Supplementary Income Statement Information . . . . . . . . . . . . . . S-13
All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable, and therefore have been omitted. 2 3 (a)(3) Listing of Exhibits.
EXHIBITS INCORPORATED HEREIN BY REFERENCE -------------------------------------------------------- DESIGNATION DOCUMENT WITH WHICH EXHIBIT DESIGNATION OF SUCH OF EXHIBIT IN DESCRIPTION OF WAS PREVIOUSLY FILED WITH EXHIBIT IN THAT THIS FORM 10-K EXHIBITS COMMISSION DOCUMENT - - -------------- ------------------------------------------ --------------------------- ------------------ 3(a)(i)* Restated Certificate of Incorporation of Actava 3(b)(i)* Restated By-laws of Actava 4(a) Reference is made to Exhibit 3(a)(i) 4(b)(i) Indenture dated as of August 1, 1973, Application on Form T-3 for Exhibit T3C with respect to 9 1/2% Subordinated Qualification of Indenture under the Debentures due August 1, 1998, between Trust Indenture Act of 1939 (File No. Actava and Chemical Bank, as Trustee 22-7615) 4(b)(ii) Agreement among Actava, Chemical Bank and Registration Statement on Form S-14 Exhibit 4(d)(ii) Manufacturers Hanover Trust Company, (Registration No. 2-81094) dated as of September 26, 1980, with respect to successor trusteeship of the 9 1/2% Subordinated Debentures due August 1, 1998 4(b)(iii) Instrument of resignation, appointment Annual Report on Form 10-K for the Exhibit 4(d)(iii) and acceptance dated as of June 9, 1986 year ended December 31, 1986 among Actava, Manufacturers Hanover Trust Company and Irving Trust Company, with respect to successor trusteeship of the 9 1/2% Subordinated Debentures due August 1, 1998 4(c)(i) Indenture dated as of March 15, 1977, Registration Statement on Form S-7 Exhibit 2(d) with respect to 9 7/8% Senior (Registration No. 2-58317) Subordinated Debentures due March 15, 1997, between Actava and The Chase Manhattan Bank, N.A., as Trustee 4(c)(ii) Agreement among Actava, The Chase Registration Statement on Form S-14 Exhibit 4(e)(ii) Manhattan Bank, N.A. and United States (Registration No. 2-81094) Trust Company of New York, dated as of June 14, 1982, with respect to successor trusteeship of the 9 7/8% Senior Subordinated Debentures due March 15, 1997 4(d)(i) Indenture between National Industries, Post-Effective Amendment No. 1 to Exhibit T3C Inc. and First National City Bank, dated Application on Form T-3 for October 1, 1974, for the 10% Subordinated Qualification of Indenture Under The Debentures, due October 1, 1999 Trust Indenture Act of 1939 (File No. 22-8076)
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EXHIBITS INCORPORATED HEREIN BY REFERENCE ---------------------------------------------------- DESIGNATION DOCUMENT WITH WHICH EXHIBIT DESIGNATION OF SUCH OF EXHIBIT IN DESCRIPTION OF WAS PREVIOUSLY FILED WITH EXHIBIT IN THAT THIS FORM 10-K EXHIBITS COMMISSION DOCUMENT - - -------------- ------------------------------------------ --------------------------- ------------------ 4(d)(ii) Agreement among National Industries, Inc., Registration Statement on Form Exhibit 4(f)(ii) Actava, Citibank, N.A., and Marine Midland S-14 (Registration No. 2-81094) Bank, dated as of December 20, 1977, with respect to successor trusteeship of the 10% Subordinated Debentures due October 1, 1999 4(d)(iii) First Supplemental Indenture among Actava, Registration Statement on Form Exhibit 2(q) National Industries, Inc. and Marine S-7 (Registration No. 2-60566) Midland Bank, dated January 3, 1978, supplemental to the Indenture dated October 1, 1974 between National and First National City Bank for the 10% Subordinated Debentures due October 1, 1999 4(e) Public Bond Issue Agreement dated February Annual Report on Form 10-K for Exhibit 4(h) 19, 1986, with respect to 6% Senior the year ended December 31, 1985 Subordinated Swiss Franc Bonds due March 6, 1996, among Actava, Soditic S.A. and certain other institutions named therein 4(f) Indenture dated as of August 1, 1987, with Annual Report on Form 10-K for Exhibit 4(i) respect to 6 1/2% Convertible Subordinated the year ended December 31, 1987 Debentures due August 4, 2002, between Actava and Chemical Bank, as Trustee 4(g) Loan and Security Agreement, dated as of Amendment No. 1 to Registration Exhibit 4(i) April 30, 1992, with respect to $35 Statement on Form S-3 million secured revolving credit facility, (Registration No. 33-48202) among Actava, certain of its subsidiaries and Barclays Business Credit, Inc. 4(h) Senior Note Agreement, dated as of June 8, Amendment No. 1 to Registration Exhibit 4(j) 1992, with respect to private placement of Statement on Form S-3 $200 million of Senior Notes due 1997, (Registration No. 33-48202) 1999 and 2002, among Qualex Inc. and the purchasers listed therein.
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EXHIBITS INCORPORATED HEREIN BY REFERENCE ---------------------------------------------------- DESIGNATION DOCUMENT WITH WHICH EXHIBIT DESIGNATION OF SUCH OF EXHIBIT IN DESCRIPTION OF WAS PREVIOUSLY FILED WITH EXHIBIT IN THAT THIS FORM 10-K EXHIBITS COMMISSION DOCUMENT - - -------------- ------------------------------------------ --------------------------- ------------------ 4(i) Credit Agreement, dated as of October 30, 1992, with respect to a $115 million revolving credit facility, among Qualex Inc. and the eight participants thereto. A copy of this agreement is not filed as the debt does not exceed 10% of the total assets of total assets of registrant; however, registrant hereby agrees to furnish a copy of such agreement to the Commission upon request. 4(j)(i) Finance and Security Agreement, dated as of October 30, 1992, with respect to a revolving credit facility of up to $100 million, between Actava Industries, Inc. and ITT Commercial Finance Corp. A copy of this agreement is not filed as the debt does not exceed 10% of the total assets of registrant; however, registrant hereby agrees to furnish a copy of such agreement to the Commission upon request. 4(j)(ii) Amendment, dated as of March 29, 1994, to Finance and Security Agreement, dated as of October 30, 1992, with respect to a revolving credit facility of up to $100 million, between Actava Industries, Inc. and ITT Commercial Finance Corp. A copy of this agreement is not filed as the debt does not exceed 10% of the total assets of registrant; however, registrant hereby agrees to furnish a copy of such agreement to the Commission upon request. 4(k) Loan and Security Agreement, dated as of December 29, 1992, with respect to a revolving credit facility of up to $35 million between Nelson/Weather-Rite, Inc. and BA Business Credit, Inc. A copy of this agreement is not filed as the debt does not exceed 10% of the total assets of registrant; however, registrant hereby agrees to furnish a copy of such agreement to the Commission upon request.
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EXHIBITS INCORPORATED HEREIN BY REFERENCE --------------------------------------------------- DESIGNATION DOCUMENT WITH WHICH EXHIBIT DESIGNATION OF SUCH OF EXHIBIT IN DESCRIPTION OF WAS PREVIOUSLY FILED WITH EXHIBIT IN THAT THIS FORM 10-K EXHIBITS COMMISSION DOCUMENT - - -------------- ------------------------------------------ --------------------------- ------------------ 4(l)(i) Finance and Security Agreement, dated as of December 15, 1993, with respect to a revolving credit facility of up to $50 million, between Diversified Products Corporation and ITT Commercial Finance Corp. and the Provident Bank. A copy of this agreement is not filed as the debt does not exceed 10% of the total assets of registrant; however, registrant hereby agrees to furnish a copy of such agreement to the commission upon request. 4(l)(ii) Amendment, dated as of March 29, 1994, to Finance and Security Agreement, dated as of December 15, 1993, with respect to a revolving credit facility of up to $50 million, between Diversified Products Corporation and ITT Commercial Finance Corp. and the Provident Bank. A copy of this agreement is not filed as the debt does not exceed 10% of the total assets of registrant; however, registrant hereby agrees to furnish a copy of such agreement to the commission upon request. 4(m) Revolving Loan and Security Agreement, dated as of April 29, 1993, with respect to a revolving credit facility of up to $10 million between Willow Hosiery Company, Inc. and Sterling National Bank and Trust Company of New York. A copy of this agreement is not filed as the debt does not exceed 10% of the total assets of registrant; however, registrant hereby agrees to furnish a copy of such agreement to the Commission upon request.
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EXHIBITS INCORPORATED HEREIN BY REFERENCE -------------------------------------------------------- DESIGNATION DOCUMENT WITH WHICH EXHIBIT DESIGNATION OF SUCH OF EXHIBIT IN DESCRIPTION OF WAS PREVIOUSLY FILED WITH EXHIBIT IN THAT THIS FORM 10-K EXHIBITS COMMISSION DOCUMENT ---------------------- ----------------------------------------- ---------------------------- -------------------- 4(n) Amended and Restated $5 Million Revolving Note, Amended and Restated $3 Million Letter of Credit Note, and First Amendment to the Revolving Loan Agreement dated as of August 31, 1993, and Revolving Loan Agreement dated as of August 24, 1992, between Hutch Sports USA Inc. and the Fifth Third Bank. Copies of these agreements are not filed as the debt does not exceed 10% of the total assets of the registrant; however, registrant hereby agrees to furnish copies of such agreements to the Commission upon request. 10(a)(i) 1982 Stock Option Plan of Actava Proxy Statement date March 31, 1982 Exhibit A 10(a)(ii) 1989 Stock Option Plan of Actava Proxy Statement dated March 31, 1989 Exhibit A 10(a)(iii) 1969 Restricted Stock Plan of Actava Annual Report on Form 10-K for the Exhibit 10(a)(iii) year ended December 31, 1990 10(a)(iv) 1991 Non-Employee Director Stock Option Annual Report on Form 10-K for the Exhibit 10(a)(iv) Plan year ended December 31, 1991 10(a)(v) Amendment to 1991 Non-Employee Director Annual Report on Form 10-K for the Exhibit 10(a)(v) Stock Option Plan year ended December 31, 1992 10(b) Form of Severance Agreement between Annual Report on Form 10-K for the Exhibit 10(c) officers of Actava and Actava dated May year ended December 31, 1985 20, 1985 10(c) Snapper Power Equipment Profit Sharing Annual Report on Form 10-K for the Exhibit 10(c) Plan year ended December 31, 1987 10(f)(iii) Termination Agreement between J. B. Fuqua Annual Report on Form 10-K for the Exhibit 10(f)(iii) and Actava dated March 18, 1991 year ended December 31, 1990 10(h)(i) Retirement Plan executed November 1, 1990 Annual Report on Form 10-K for the Exhibit 10(h)(i) as amended to be effective January 1, year ended December 31, 1990 1989 10(h)(ii) Supplemental Retirement Plan of Actava Annual Report on Form 10-K for the Exhibit 10(j) year ended December 31, 1983 10(h)(iii) Supplemental Executive Medical Annual Report on Form 10-K for the Exhibit 10(h)(iii) Reimbursement Plan year ended December 31, 1990
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EXHIBITS INCORPORATED HEREIN BY REFERENCE ------------------------------------------------------- DESIGNATION DOCUMENT WITH WHICH EXHIBIT DESIGNATION OF SUCH OF EXHIBIT IN DESCRIPTION OF WAS PREVIOUSLY FILED WITH EXHIBIT IN THAT THIS FORM 10-K EXHIBITS COMMISSION DOCUMENT -------------- ----------------------------------------- --------------------------- ------------------- 10(h)(iv) Amendment to Supplemental Retirement Plan Annual Report on Form 10-K for the Exhibit 10(h)(iv) of Actava effective April 1, 1992 year ended December 31, 1991 10(i)(i) Shareholders' Agreement dated as of Annual Report on Form 10-K for the Exhibit 10(j) December 7, 1987 by and between Eastman year ended December 1, 1987 Kodak Company and Actava 10(i)(ii) Amendment No. 1, dated as of March 29, Current Report on Form 8-K dated Exhibit 2(b) 1988 to the Shareholders' Agreement dated April 12, 1988 as of June 7, 1987 between Eastman Kodak Company and Actava 10(j)(iii) Amendment No. 2, dated as of March 28, Annual Report on Form 10-K for the Exhibit 10(i)(iii) 1991 to the Shareholders' Agreement dated year ended December 31, 1990 as of June 7, 1987 between Eastman Kodak Company and Actava 10(j) Stockholder Agreement dated as of May 22, Quarterly Report on Form 10-Q for Exhibit 3 1989 by and between Actava and Triton the three months ended June 30, 1989 Group Ltd. 10(j)(ii) Loan Agreement dated November 27, 1991 Annual Report on Form 10-K for the Exhibit 10(j)(ii) between Actava and Triton Group Ltd. year ended December 31, 1991 10(k)(i) Form of Post Employment Consulting Annual Report of Form 10-K for the Exhibit 10(k) Agreement between officers of Actava and year ended December 31, 1991 Actava 10(k)(ii)* Form of First Amendment to Post- employment Consulting Agreement between officers of Actava and Actava 10(l) 1992 Officer and Director Stock Purchase Annual Report on Form 10-K for the Exhibit 10(l) Plan year ended December 31, 1991 10(m) Director Group Medical Plan Annual Report on Form 10-K for the Exhibit 10(m) year ended December 31, 1991 10(n) Form of Restricted Stock Purchase Annual Report on Form 10-K for the Exhibit 10(n) Agreement between certain officers of year ended December 31, 1991 Actava and Actava 10(o) Incentive Bonuses for Certain Corporate Annual Report on Form 10-K for the Exhibit 10(o) Officers year ended December 31, 1991 10(p)(i) Forbearance Agreement dated June 30, 1992 Amendment No. 1 Registration Exhibit 10(o) between Actava, Triton Group Ltd. and Statement on Form S-3 (Registration Intermark, Inc. No. 33-48202)
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EXHIBITS INCORPORATED HEREIN BY REFERENCE --------------------------------------------------- DESIGNATION DOCUMENT WITH WHICH EXHIBIT DESIGNATION OF SUCH OF EXHIBIT IN DESCRIPTION OF WAS PREVIOUSLY FILED WITH EXHIBIT IN THAT THIS FORM 10-K EXHIBITS COMMISSION DOCUMENT -------------- ------------------------------------------ --------------------------- ------------------- 10(p)(ii) Amendment, dated July 13, 1992, to Quarterly Report on Form 10-Q Exhibit 5 Forbearance Agreement dated June 30, 1992 for the three months ended between Actava, Triton Group Ltd. and June 30, 1992 Intermark, Inc. 10(p)(iii) Amendment, dated July 30, 1992, to Quarterly Report on Form 10-Q Exhibit 6 Forbearance Agreement dated June 30, 1992 for the three months ended between Actava, Triton Group Ltd. and June 30, 1992 Intermark, Inc., as amended by Amendment to Forbearance Agreement dated July 13, 1992. 10(p)(iv) Amendment, dated September 23, 1992, to Quarterly Report on Form 10-Q Exhibit 4 Forbearance Agreement dated June 30, 1992 for the three months ended between Actava Industries, Inc., Triton Group September 30, 1992 Ltd. and Intermark, Inc., as amended by Amendments to Forbearance Agreement dated July 13, 1992 and July 30, 1992. 10(p)(v) Amendment, dated October 7, 1992, to Quarterly Report on Form 10-Q Exhibit 5 Forbearance Agreement dated June 30, 1992 for the three months ended between Actava Industries, Inc., Triton Group September 30, 1992 Ltd. and Intermark, Inc., as amended by Amendments to Forbearance Agreement dated July 13, July 30, and September 23, 1992. 10(q) Agreement between The Actava Group Inc. and Annual Report on Form 10-K Exhibit 10(q) J.B. Fuqua regarding sale by The Actava for the year ended December Group, Inc. of rights in the name "Actava". 31, 1992 10(r) Amended and Restated Loan Agreement between Quarterly report on Form 10-Q Exhibit 19 The Actava Group Inc. and Triton Group Ltd. for the three months ended dated June 25, 1993. June 30, 1993. 10(s) First Amendment, dated August 19, 1993 to Quarterly Report on Form 10-Q Exhibit 19 Amended and Restated Loan Agreement between for the three months ended The Actava Group Inc. and Triton Group Ltd. September 30, 1993 dated June 5, 1993 10(t)* Second Amendment, dated December 7, 1993 to Amendment and Restated Loan Agreement between The Actava Group Inc. and Triton Group Ltd. dated June 25, 1993
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EXHIBITS INCORPORATED HEREIN BY REFERENCE --------------------------------------------------- DESIGNATION DOCUMENT WITH WHICH EXHIBIT DESIGNATION OF SUCH OF EXHIBIT IN DESCRIPTION OF WAS PREVIOUSLY FILED WITH EXHIBIT IN THAT THIS FORM 10-K EXHIBITS COMMISSION DOCUMENT -------------- ------------------------------------------ --------------------------- ------------------ 10(u)* Form of Indemnification Agreement between Actava and each of its directors and executive officers 10(v) 1993 Incentive Bonus Plan for certain corporate officers 11* Statement of computation of earnings per share 18 Letter regarding change in accounting Annual Report on Form 10-K Exhibit 18 principle for the costs associated with proof for the year ended December advertising program. 31, 1992 22* Subsidiaries of Actava 23* Consent of Ernst & Young 24* Powers-of-Attorney
_________________ * Filed with Annual Report on Form 10-K as originally filed on March 31, 1994. (b) Reports on Form 8-K filed in the fourth quarter of 1993: None (c) The response to this portion of Item 14 is submitted as a separate section in this report. (d) The response to this portion of Item 14 is submitted as a separate section in this report. 10 11 SIGNATURES Pursuant to the requirements or Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. THE ACTAVA GROUP INC. By: /s/ FREDERICK B. BEILSTEIN, III ------------------------------- Frederick B. Beilstein, III Senior Vice President and Chief Financial Officer 11 EX-10.V 2 1993 OFFICERS' BONUS PLAN 1 EXHIBIT 10(V) TO FORM 10-K FUQUA INDUSTRIES, INC. 1993 OFFICER'S BONUS PLAN APRIL 12, 1993 There are three separate pieces to the 1993 Plan: 1. A maximum of 40% of base salary can be earned by Fuqua "out-performing" the S&P 500 average on "Total Shareholder Return" ("TSR"). 2. A maximum of 60% of base salary can be earned by the officers accomplishing the five major goals as set by the Board. 3. The Compensation Committee may recommend a discretionary bonus if conditions and events warrant such a move -- after year-end. Part (1) -- Out Performing the Average S&P 500 on "TSR": FUQUA OFFICERS IF FUQUA'S TOP FUQUA WILL HAVE WILL EARN THIS PERCENTILE RANK OUT-PERFORMED THIS PERCENT OF IS AS FOLLOWS MANY OF THE S&P 500 THEIR BASE SALARY ------------- ------------------- ----------------- 80th 400 40% 75th 375 36% 70th 350 32% 65th 325 28% 60th 300 24% 55th 275 20% 50th 250 16% 45th 225 12% 40th 200 8% 35th 175 4% - - -------------------- * TSR means appreciation plus cash dividends for the period January 1, 1993 to December 31, 1993. 2 EXHIBIT 10(V) TO FORM 10-K Part (2) -- Accomplishment of Major Goals: Following are the five most important specific goals to be accomplished by the officers during the year 1993. The Compensation Committee will decide the degree to which each is successfully accomplished and award at most the maximum percent of salary set forth: MAXIMUM PERCENT --------------- Sell the Snapper Ft. Worth Plant 5% Achieve budget 25% Sell Snapper 10% Acquire DP and replace "Revolver" 10% Resolve Kodak disputes 10% --- 60% -----END PRIVACY-ENHANCED MESSAGE-----