-----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, CDJQY+fgsu69VFD0InQX7HEyTtC425ihmq31JgAQas3e2Mbqx1LyAL4L05r39hZG WfSDn91RgBaeTjJfXjqX3g== 0000040545-96-000010.txt : 19960515 0000040545-96-000010.hdr.sgml : 19960515 ACCESSION NUMBER: 0000040545-96-000010 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19960331 FILED AS OF DATE: 19960514 SROS: BSE SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENERAL ELECTRIC CO CENTRAL INDEX KEY: 0000040545 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC & OTHER ELECTRICAL EQUIPMENT (NO COMPUTER EQUIP) [3600] IRS NUMBER: 140689340 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-00035 FILM NUMBER: 96563476 BUSINESS ADDRESS: STREET 1: 3135 EASTON TURNPIKE STREET 2: C/O BANK OF NEW YORK CITY: FAIRFIELD STATE: CT ZIP: 06431 BUSINESS PHONE: 2033732816 MAIL ADDRESS: STREET 1: 3135 EASTON TURNPIKE CITY: FAIRFIELD STATE: CT ZIP: 06431 10-Q 1 (13) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996 ------------------ OR [ ] 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 1-35 ---- GENERAL ELECTRIC COMPANY ---------------------------------------------------- (Exact name of registrant as specified in its charter) New York 14-0689340 ------------------------------- ------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 3135 Easton Turnpike, Fairfield, CT 06431-0001 ----------------------------------- ------------ (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) (203) 373-2211 -------------- --------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No --- --- There were 1,659,755,210 shares with a par value of $0.32 per share outstanding at March 31, 1996. Part I. FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS Condensed Statement of Earnings General Electric Company and consolidated affiliates
(Dollars, except per-share amounts, in millions) Three months ended March 31 (Unaudited) --------------------------------------------------------------------- Consolidated GE GECS ---------------------- ---------------------- --------------------- 1996 1995 1996 1995 1996 1995 ---------- ---------- ---------- ---------- ---------- ---------- Sales of goods $7,241 $7,096 $7,244 $7,098 $ - $ - Sales of services 2,473 2,159 2,498 2,180 - - Earnings of GECS - - 650 559 - - GECS revenues from operations 7,217 5,693 - - 7,245 5,754 Other income 167 178 166 180 - - ---------- ---------- ---------- ---------- ---------- ---------- Total revenues 17,098 15,126 10,558 10,017 7,245 5,754 ---------- ---------- ---------- ---------- ---------- ---------- Cost of goods sold 5,210 5,157 5,213 5,158 - - Cost of services sold 1,723 1,532 1,748 1,553 - - Interest and other financial charges 1,875 1,662 143 126 1,735 1,543 Insurance losses and policyholder and annuity benefits 1,602 1,091 - - 1,602 1,091 Provision for losses on financing receivables 213 79 - - 213 79 Other costs and expenses 4,097 3,484 1,443 1,353 2,678 2,188 Minority interest in net earnings of consolidated affiliates 60 39 16 12 44 27 ---------- ---------- ---------- ---------- ---------- ---------- Total costs and expenses 14,780 13,044 8,563 8,202 6,272 4,928 ---------- ---------- ---------- ---------- ---------- ---------- Earnings before income taxes 2,318 2,082 1,995 1,815 973 826 Provision for income taxes (801) (710) (478) (443) (323) (267) ---------- ---------- ---------- ---------- ---------- ---------- Net earnings $1,517 $1,372 $1,517 $1,372 $650 $559 ========== ========== ========== ========== ========== ========== Net earnings per share $0.91 $0.81 Dividends declared per share $0.46 $0.41 See notes to Condensed Consolidated Financial Statements. Consolidating data are shown for "GE" and "GECS". Transactions between GE and GECS have been eliminated from the "consolidated" columns.
Condensed Statement of Financial Position General Electric Company and consolidated affiliates
(Dollars in millions) Consolidated GE GECS ---------------------- ---------------------- --------------------- 3/31/96 12/31/95 3/31/96 12/31/95 3/31/96 12/31/95 ---------- ---------- ---------- ---------- ---------- ---------- Cash and equivalents $3,170 $2,823 $1,021 $874 $2,149 $1,949 Investment securities 40,753 41,067 3 4 40,750 41,063 Current receivables 8,260 8,735 8,352 8,891 - - Inventories 4,894 4,395 4,894 4,395 - - GECS financing receivables - net 92,208 93,272 - - 92,208 93,272 Other GECS receivables 12,387 12,417 - - 12,830 12,897 Property, plant and equipment (including equipment leased to others) - net 26,248 25,679 10,231 10,234 16,017 15,445 Investment in GECS - - 12,732 12,774 - - Intangible assets 12,241 11,654 6,994 6,643 5,247 5,011 Other assets 30,052 27,993 12,503 11,901 17,549 16,092 ---------- ---------- ---------- ---------- ---------- ---------- Total assets $230,213 $228,035 $56,730 $55,716 $186,750 $185,729 ========== ========== ========== ========== ========== ========== Short-term borrowings $65,696 $64,463 $2,827 $1,666 $62,879 $62,808 Accounts payable 8,538 9,061 3,625 3,968 5,676 5,952 Other GE current liabilities 8,700 8,477 8,546 8,326 - - Long-term borrowings 52,306 51,027 2,286 2,277 50,059 48,790 Insurance reserves and annuity benefits 40,285 39,699 - - 40,285 39,699 Other liabilities 15,142 15,363 9,185 8,928 5,834 6,312 Deferred income taxes 7,304 7,380 539 508 6,765 6,872 ---------- ---------- ---------- ---------- ---------- ---------- Total liabilities 197,971 195,470 27,008 25,673 171,498 170,433 ---------- ---------- ---------- ---------- ---------- ---------- Minority interest in equity of consolidated affiliates 2,971 2,956 451 434 2,520 2,522 ---------- ---------- ---------- ---------- ---------- ---------- Common stock (1,857,013,000 shares issued) 594 594 594 594 1 1 Unrealized gains on investment securities 533 1,000 533 1,000 528 989 Other capital 1,843 1,663 1,843 1,663 2,260 2,266 Retained earnings 35,280 34,528 35,280 34,528 9,943 9,518 Less common stock held in treasury (8,979) (8,176) (8,979) (8,176) - - ---------- ---------- ---------- ---------- ---------- ---------- Total share owners' equity 29,271 29,609 29,271 29,609 12,732 12,774 ---------- ---------- ---------- ---------- ---------- ---------- Total liabilities and equity $230,213 $228,035 $56,730 $55,716 $186,750 $185,729 ========== ========== ========== ========== ========== ========== See notes to Condensed Consolidated Financial Statements. Consolidating data are shown for "GE" and "GECS". March data are unaudited. Transactions between GE and GECS have been eliminated from the "consolidated" columns.
Condensed Statement of Cash Flows General Electric Company and consolidated affiliates
(Dollars in millions) Three months ended March 31 (Unaudited) --------------------------------------------------------------------- Consolidated GE GECS ---------------------- ---------------------- --------------------- 1996 1995 1996 1995 1996 1995 ---------- ---------- ---------- ---------- ---------- ---------- Cash flows from operating activities - ------------------------------------ Net earnings $1,517 $1,372 $1,517 $1,372 $650 $559 Adjustments to reconcile net earnings to cash provided from (used for) continuing operating activities Depreciation, depletion and amortization 892 862 399 410 493 452 Earnings retained by GECS - - (424) (366) - - Deferred income taxes 258 (27) 19 66 239 (93) Decrease in GE current receivables 490 899 554 882 - - Increase in GE inventories (567) (743) (567) (743) - - Decrease in accounts payable (527) (835) (344) (176) (338) (617) Increase in insurance reserves 1,565 615 - - 1,565 615 Provision for losses on financing receivables 213 79 - - 213 79 All other operating activities (1,493) (517) 3 (949) (1,350) 402 ---------- ---------- ---------- ---------- ---------- ---------- Cash from operating activities 2,348 1,705 1,157 496 1,472 1,397 ---------- ---------- ---------- ---------- ---------- ---------- Cash flows from investing activities - ------------------------------------ Property, plant and equipment (including equipment leased to others) - additions (1,709) (1,617) (342) (307) (1,367) (1,310) Net (increase) decrease in GECS financing receivables 651 (2,189) - - 651 (2,189) Payments for principal businesses purchased (506) (1,627) (409) - (97) (1,627) All other investing activities (1,267) (52) 49 38 (1,370) (88) ---------- ---------- ---------- ---------- ---------- ---------- Cash used for investing activities (2,831) (5,485) (702) (269) (2,183) (5,214) ---------- ---------- ---------- ---------- ---------- ---------- Cash flows from financing activities - ------------------------------------ Net change in borrowings (maturities 90 days or less) (203) (3,262) 1,209 867 (1,414) (4,126) Newly issued debt (maturities more than 90 days) 8,787 12,796 12 268 8,775 12,528 Repayments and other reductions (maturities more than 90 days) (6,034) (3,970) (138) (159) (5,896) (3,811) Net purchase of GE shares for treasury (624) (716) (624) (716) - - Dividends paid to share owners (767) (699) (767) (699) (225) (193) All other financing activities (329) (203) - - (329) (203) ---------- ---------- ---------- ---------- ---------- ---------- Cash from (used for) financing activities 830 3,946 (308) (439) 911 4,195 ---------- ---------- ---------- ---------- ---------- ---------- Increase (decrease) in cash and equivalents 347 166 147 (212) 200 378 Cash and cash equivalents at beginning of year 2,823 2,591 874 1,373 1,949 1,218 ---------- ---------- ---------- ---------- ---------- ---------- Cash and equivalents at March 31 $3,170 $2,757 $1,021 $1,161 $2,149 $1,596 ========== ========== ========== ========== ========== ========== See notes to Condensed Consolidated Financial Statements. Consolidating data are shown for "GE" and "GECS". Transactions between GE and GECS have been eliminated from the "consolidated" columns.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 1. The accompanying condensed quarterly financial statements represent the consolidation of General Electric Company and all companies which it directly or indirectly controls, either through majority ownership or otherwise. Reference is made to note 1 to the consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 1995. That note discusses consolidation and financial statement presentation. As used in this Report and in the Report on Form 10-K, "GE" represents the adding together of all affiliated companies except General Electric Capital Services, Inc. ("GECS"), which is presented on a one-line basis; GECS consists of General Electric Capital Services, Inc. and all of its affiliates; and "consolidated" represents the adding together of GE and GECS with the effects of transactions between the two eliminated. Certain prior-year amounts have been reclassified to conform to the current year presentation. 2. Two newly issued accounting standards were adopted in the first quarter of 1996 and did not have a material effect on the financial position or results of operations of the Company. Statement of Financial Accounting Standards (SFAS) No. 121, Accounting for the Impairment of Long- Lived Assets and for Long-Lived Assets to be Disposed Of, requires that certain long-lived assets be reviewed for impairment when events or circumstances indicate that the carrying amounts of the assets may not be recoverable. If such review indicates that the carrying amount of an asset exceeds the sum of its expected future cash flows, the asset's carrying value is written down to fair value. Long-lived assets to be disposed of are reported at the lower of carrying amount or fair value less cost to sell. SFAS No. 122, Accounting for Mortgage Servicing Rights, requires that capitalized rights to service mortgage loans be assessed for impairment by individual risk stratum by comparing each stratum's carrying amount with its fair value. Strata are based on the predominant risk characteristics of the underlying loans, which include loan type and note rate. Fair values are estimated based on discounted anticipated future net cash flows considering market consensus for loan prepayment predictions and other economic factors. To the extent that the carrying value of mortgage servicing rights exceeds fair value by individual stratum, the resulting impairment is recognized in earnings through a valuation allowance. 3. The condensed consolidated quarterly financial statements are unaudited. These statements include all adjustments (consisting of normal recurring accruals) considered necessary by management to present a fair statement of the results of operations, financial position and cash flows. The results reported in these condensed consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for the entire year. 4. GE's inventories consisted of the following:
(Dollars in millions) At ------------------------- 3/31/96 12/31/95 ------- -------- Raw materials and work in process $ 3,533 $ 3,205 Finished goods 2,456 2,277 Unbilled shipments 233 258 Revaluation to LIFO (1,328) (1,345) ------- ------- Total inventories $ 4,894 $ 4,395 ======= =======
5. Property, plant and equipment (including equipment leased to others) consisted of the following:
(Dollars in millions) At ------------------------- 3/31/96 12/31/95 ------- -------- Original cost - GE $25,088 $24,867 - GECS 21,975 21,079 ------- ------- Total 47,063 45,946 ------- ------- Accumulated depreciation, depletion and amortization - GE 14,857 14,633 - GECS 5,958 5,634 ------- ------- Total 20,815 20,267 ------- ------- Property, plant and equipment - net - GE 10,231 10,234 - GECS 16,017 15,445 ------- ------- Total $26,248 $25,679 ======= =======
6. GE's authorized common stock consisted of 2,200,000,000 shares having a par value of $0.32 each. Average shares outstanding for the first quarter of 1996 and 1995 were 1,663,133,570 and 1,699,922,324, respectively. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION A. Results of Operations -- First quarter 1996 compared with first quarter of 1995 General Electric Company's earnings for the first quarter of 1996 were $1,517 million, up 11% from 1995's first quarter. Earnings per share increased 12% to $0.91, up from last year's $0.81. Earnings per share grew faster than earnings, reflecting the impact of shares repurchased under a three-year $9 billion share repurchase program initiated in December 1994. Revenues for the first quarter of 1996, including approximately $1.1 billion of revenues from entities acquired since the comparable 1995 quarter, totaled $17,098 million, up 13% from $15,126 million in the first quarter of last year. The increase reflected GE's continued globalization and the growth of after-sale services provided by each business. Revenues increased at 10 of GE's 12 businesses, led by GE Capital Services, NBC, and Power Systems. GE's first-quarter operating margin rose to 13.7% of sales, up from last year's comparable 13.1%. Operating profit increased at seven businesses, led by NBC and Plastics. Earnings of GE Capital Services increased 16% to $650 million, benefiting from the continued globalization and diversity of its 26 businesses. The record results were led by strong double-digit increases in its Equipment Management, Specialty Insurance and Consumer Services activities. Cash generated from GE's operating activities was a record $1.2 billion in the first quarter, up strongly from last year's $500 million. As part of the share repurchase program, GE purchased $897 million of its stock during the quarter to reach $4.1 billion of shares purchased during the last 16 months. SEGMENT ANALYSIS: The comments that follow compare revenues and operating profit by industry segment for the first quarters of 1996 and 1995. * Aircraft Engines revenues were slightly higher than in the first quarter of 1995, as higher services volume, including spare parts sales, more than offset the decline in commercial engine sales. Operating profit was somewhat higher than last year, reflecting productivity and improved volume which more than offset continued price declines. * Appliances reported somewhat lower operating profit in the first quarter of 1996 on relatively flat revenues, as cost inflation and lower prices more than offset improved volume across all core domestic product lines. * Broadcasting's operating profit was significantly ahead of last year on a strong increase in revenues reflecting NBC's excellent ratings performance, particularly in prime-time, and much improved results at its owned-and-operated stations. * Net earnings of GE Capital Services were up 16% to $650 million primarily as a result of strong performances in Equipment Management, Specialty Insurance and Consumer Services activities. Higher earnings in Equipment Management and Consumer Services were attributable to a higher average level of invested assets, partially offset by higher provisions for losses on financing receivables. The improvement in Specialty Insurance, principally Employers Reinsurance Corporation, was attributable to increased premium and investment income, partially offset by higher reserves for insurance losses, related to Frankona and Aachen Reinsurance Groups which were acquired late in 1995, as well as higher realized gains on sales of investment securities. * Industrial Products and Systems revenues were about the same as last year, reflecting modest volume increases in most businesses offset by lower volume at Transportation, which had very strong shipments in the first quarter of 1995. Operating profit increased slightly as productivity, particularly at Transportation and Electrical Distribution & Control, and slightly higher pricing in most businesses offset somewhat lower operating profit at Lighting, largely the result of cost inflation. * Materials operating profit was considerably higher this year on revenues that were about the same as last year. The improvement in operating profit reflected favorable experience with purchased material costs and slightly higher prices which more than offset lower volume. * Power Generation reported a good increase in revenues primarily as a result of sharply higher volume in gas turbines and higher compressor shipments at Nuovo Pignone, its Italian energy equipment subsidiary. Segment operating profit was somewhat higher, as productivity and volume increases more than offset continued pricing pressures and cost inflation. * Technical Products & Services operating profit was slightly higher this year on flat revenues, as productivity and improved volume in both Medical Systems and GEIS more than offset the effects of lower selling prices. * All other operating profit and revenues, principally from the licensing of GE technology to others, were about the same as last year. B. FINANCIAL CONDITION With respect to the Condensed Statement of Financial Position, consolidated assets of $230.2 billion were $2.2 billion higher than at December 31, 1995. GE's assets were $56.7 billion at March 31, 1996, an increase of $1.0 billion from December 31, 1995. The increase was principally attributable to higher inventories ($0.5 billion), reflecting principally normal seasonal increases in several GE businesses, and higher intangible assets ($0.4 billion), reflecting primarily the acquisition of Outlet Communications by NBC which was completed in the first quarter. GECS' assets increased by $1.0 billion from the end of 1995. GE Capital Corporation's financing receivables, which, net of allowance for losses, aggregated $92.2 billion at the end of the first quarter, decreased $1.1 billion from the year-end 1995 level of $93.3 billion. The decrease resulted principally from the combination of normal seasonal declines in credit card receivables and a shift in the nature of certain new auto lease volume from financing leases in 1995 to operating leases in 1996. Management believes that GE Capital's allowance for losses of $2.5 billion (2.63% of the receivables balance at March 31, 1996 -- the same as year end 1995) are appropriate given the strength and diversity of the portfolio and current economic circumstances. All Other Assets increased by $1.5 billion from year-end 1995, principally as a result of increased investments in nonconsolidated affiliates. Property, plant and equipment, which consists principally of equipment leased to others on operating leases, increased $0.6 billion principally as a result of the shift in auto lease volume discussed above. Consolidated liabilities of $198.0 billion at March 31, 1996, were $2.5 billion higher than the year-end 1995 balance of $195.5 billion. GE's liabilities were up $1.3 billion; GECS' liabilities increased $1.1 billion. GE's total borrowings were $5.1 billion ($2.8 billion short-term and $2.3 billion long-term) at March 31, 1996, an increase of $1.2 billion from December 31, 1995. GE's ratio of debt to total capital at the end of March 1996 was 14.7% compared with 11.6% at the end of last year and 14.7% at March 31, 1995. Other changes in GE's liabilities comprised numerous, relatively small items. GECS' liabilities increased by $1.1 billion, principally because of the additional $1.3 billion of borrowings to finance investments and asset growth. Short-term borrowings were essentially unchanged from year-end 1995 at $62.9 billion. Long-term borrowings increased by $1.3 billion to $50.1 billion, reflecting a continuing shift in the financing mix to longer- term debt. With respect to cash flows, consolidated cash and equivalents were $3.2 billion at March 31, 1996, an increase of about $0.3 billion during the quarter. Cash and equivalents were $2.8 billion at March 31, 1995, an increase of about $0.2 billion during last year's first quarter. GE's cash and equivalents increased $0.1 billion to $1.0 billion at March 31, 1996, compared with $0.9 billion at year end 1995. During the first quarter of 1996, operating cash flows increased to $1.2 billion, up from $0.5 billion in the first quarter of 1995, the result of relatively insignificant improvements in a number of sources of such cash flows. Cash used for investing activities ($0.7 billion) principally represented acquisitions and investments in new plant and equipment for a wide variety of capital expenditure projects to reduce costs and improve efficiencies. Cash used for financing activities ($0.3 billion) included $0.8 billion for dividends paid to share owners, representing a 12% increase in the per- share dividend rate compared with first quarter of last year, and $0.9 billion for repurchases of the Company's common stock under the share repurchase program. The dividends and share repurchase were partially offset by $1.7 billion provided from the combination of higher borrowings and dispositions of GE shares from treasury. GE's cash and equivalents decreased $0.2 billion to $1.2 billion at March 31, 1995, compared with $1.4 billion at year end 1994. During the first quarter of 1995, cash provided from operating activities totaled $0.5 billion, despite the use of cash for (1) normal seasonal increases in inventories ($0.7 billion), and (2) "all other operating activities" ($0.9 billion) which represented net cash used for a wide variety of relatively small items. Cash used for investing activities ($0.3 billion) principally represented investments in new plant and equipment for a wide variety of capital expenditure projects to reduce costs and improve efficiencies. Cash used for financing activities ($0.4 billion) included $0.7 billion for dividends paid to share owners, representing a 14% increase in the per- share dividend rate compared with first quarter of last year, and $0.8 billion for repurchases of the Company's common stock under the share repurchase program. The dividends and share repurchase were partially offset by $1.2 billion provided from the combination of higher borrowings and dispositions of GE shares from treasury. GECS' cash and equivalents increased $0.2 billion during the first quarter of 1996, when $1.5 billion of cash was provided from operating activities. The principal use of GECS' cash during the period was for investing activities ($2.2 billion), which was more than accounted for by additions to equipment that is provided to third parties on operating leases ($1.4 billion), partially offset by lower financing receivables ($0.7 billion). GECS' cash and equivalents increased $0.4 billion during the first quarter of 1995, when $1.4 billion of cash was provided from operating activities of continuing operations. The principal use of GECS' cash during the period was for investing activities ($5.2 billion), which was more than accounted for by additions to equipment that is provided to third parties on operating leases ($1.3 billion), higher financing receivables ($2.2 billion), and payments for the acquisitions of four businesses (aggregating $1.6 billion). PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS As previously reported, following the Company's announcement on April 17, 1994, of a $210 million charge to net earnings based upon its discovery of false trading profits at its indirect subsidiary, Kidder, Peabody & Co., Incorporated ("Kidder"), the United States Securities and Exchange Commission ("SEC"), the United States Attorney for the Southern District of New York, and the New York Stock Exchange initiated investigations relating to the false trading profits. On January 9, 1996, the SEC initiated administrative enforcement proceedings against the former head of Kidder's government securities trading desk, Joseph Jett, alleging that he engaged in securities fraud and other violations and against two of his former supervisors for failure to supervise. Also, two civil suits purportedly brought on behalf of the Company as shareholder derivative actions were filed in New York State Supreme Court in New York County. Both suits claim that the Company's directors breached their fiduciary duties to the Company by failing to adequately supervise and control the Kidder employee responsible for the irregular trading. One suit, claiming damages of over $350 million, was filed on May 10, 1994, by the Teachers' Retirement System of Louisiana against the Company, its directors (other than Messrs. Dammerman, Opie and Penske), Kidder, its parent, Kidder, Peabody Group Inc., and certain of Kidder's former officers and directors. The other suit was filed on June 3, 1994, by William Schrank and others against the Company's directors claiming unspecified damages and other relief. Both suits were consolidated in an amended complaint filed on March 6, 1995. On May 19, 1995, the Company and the director defendants moved to dismiss the amended consolidated complaint for failure to make a pre- litigation demand, among other reasons. On April 16, 1996, the court dismissed the amended consolidated complaint for failure to make a pre- litigation demand. In addition, various shareholders of the Company have filed two purported class action suits claiming that the Company and Kidder, and certain of Kidder's former officers and employees, allegedly violated federal securities laws by issuing statements concerning the Company's financial condition that included the false trading profits at Kidder, and seeking compensatory damages for shareholders who purchased the Company's stock beginning as early as January 1993. The defendants filed motions to dismiss these purported class action suits. On October 4, 1995, the court dismissed the complaint against the Company, but denied the motion to dismiss the complaint against Kidder. On November 3, 1995, the plaintiffs in the case against the Company appealed the trial court's dismissal of their complaint to the Second Circuit Court of Appeals. Environmental As previously reported, in September of 1993, the Environmental Protection Agency notified the Company that it was seeking at least $600,000 in penalties for alleged violations of the Clean Air Act at its Lynn, Massachusetts, Aircraft Engines facility. The allegations include the failure to undergo required permit reviews. The Company agreed to settle the matter in March, 1996 for $400,000. As previously reported, in January 1995, the Louisiana Department of Environmental Quality announced that it was seeking a penalty of $101,884 for alleged violations of its Groundwater Protection Act at the Company's New Orleans, Louisiana facility. The Company has tentatively settled the matter for a $70,000 Supplemental Environmental Project. In April, 1996, the Environmental Protection Agency filed an action and stated that it was seeking $300,000 in penalties for the Company's failure to adequately respond to an Agency information request in 1994. The Company will be filing an Answer and entering into settlement discussions with the government. In March, 1995, the Environmental Protection Agency stated that it was seeking $300,000 in penalties for alleged violations of the Clean Air Act at the Company's Waterford, New York facility. Settlement discussions are underway. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a. Exhibits Exhibit 11. Computation of Per-Share Earnings. Exhibit 12. Computation of Ratio of Earnings to Fixed Charges. Exhibit 27. Financial Data Schedule b. Reports on Form 8-K during the quarter ended March 31, 1996. No reports on Form 8-K were filed during the quarter ended March 31, 1996. SIGNATURES Pursuant to the requirements 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. General Electric Company (Registrant) May 14, 1996 Philip D. Ameen - ------------ --------------------------------------------------- Date Vice President and Comptroller Duly Authorized Officer and Principal Accounting Officer EX-11 2 Exhibit 11 GENERAL ELECTRIC COMPANY COMPUTATION OF PER SHARE EARNINGS (Shares in thousands; dollar amounts, except earnings per share, in millions)
Fully Earnings Primary diluted Three months ended March 31, 1996 per common earnings earnings - --------------------------------- share per share per share ---------- ---------- ---------- Net earnings applicable to common stock $1,517 $1,517 $1,517 Dividend equivalents (net of tax) applicable to deferred incentive compensation shares - 2 2 -------- -------- -------- Earnings for per-share calculations $1,517 $1,519 $1,519 -------- -------- -------- Average number of shares outstanding 1,663,134 1,663,134 1,663,134 Average number of deferred incentive compensation shares - 7,998 7,998 Average stock option shares - 20,142 20,787 Average number of restricted stock units - 1,744 1,783 ---------- ---------- ---------- Shares for earnings calculation 1,663,134 1,693,018 1,693,702 ---------- ---------- ---------- Earnings per share $0.91 $0.90 $0.90 - ------------------ ======== ======== ======== Fully Earnings Primary diluted Three months ended March 31, 1995 per common earnings earnings - --------------------------------- share per share per share ---------- ---------- ---------- Net earnings applicable to common stock $1,372 $1,372 $1,372 Dividend equivalents (net of tax) applicable to deferred incentive compensation shares - 2 2 -------- -------- -------- Earnings for per-share calculations $1,372 $1,374 $1,374 -------- -------- -------- Average number of shares outstanding 1,699,922 1,699,922 1,699,922 Average number of deferred incentive compensation shares - 8,688 8,688 Average stock option shares - 10,858 11,641 Average number of restricted stock units - 1,307 1,330 ---------- ---------- ---------- Shares for earnings calculation 1,699,922 1,720,775 1,721,581 ---------- ---------- ---------- Earnings per share $0.81 $0.80 $0.80 - ------------------ ======== ======== ========
EX-12 3 EXHIBIT 12 GENERAL ELECTRIC COMPANY RATIO OF EARNINGS TO FIXED CHARGES (Dollars in millions) Three months ended March 31, 1996 GE except GECS "Earnings" $2,011 Less: Equity in undistributed earnings of General Electric Capital Services, Inc. (424) Plus: Interest and other financial charges included in expense 143 One-third of rental expense 44 ------ Adjusted "earnings" $1,774 ====== Fixed Charges: Interest and other financial charges $143 Interest capitalized 3 One-third of rental expense 44 ------ Total fixed charges $190 ====== Ratio of earnings to fixed charges 9.34 ====== General Electric Company and consolidated affiliates "Earnings" $2,378 Plus: Interest and other financial charges included in expense 1,884 One-third of rental expense 85 ------ Adjusted "earnings" $4,347 ====== Fixed Charges: Interest and other financial charges $1,884 Interest capitalized 9 One-third of rental expense 85 ------ Total fixed charges $1,978 ====== Ratio of earnings to fixed charges 2.20 ====== Earnings before income taxes and minority interest. Earnings after income taxes, net of dividends. Considered to be representative of interest factor in rental expense.
EX-27 4
5 This schedule contains summary financial information extracted from consolidated financial statements for the period ended March 31, 1996 and is qualified in its entirety by reference to such financial statements. 0000040545 GENERAL ELECTRIC COMPANY 1,000,000 3-MOS DEC-31-1996 MAR-31-1996 3,170 40,753 0 0 4,894 0 47,063 20,815 230,213 0 52,306 0 0 594 28,677 230,213 7,241 9,714 5,210 6,933 0 0 1,875 2,318 801 1,517 0 0 0 1,517 0.90 0.90 Not disclosed in interim periods. Not applicable to consolidated GE. GE sales of goods ($7,241) and services ($2,473). GE cost of goods ($5,210) and services ($1,723) sold.
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