01—Abstract
Summary
Summary of the 10-K/A filed June 28, 2004. Cited figures are marked; the original filing is the authoritative source.
This is Amendment No. 2 to Caterpillar Inc.'s Form 10-K for fiscal year 2003.
It does not contain Caterpillar's consolidated financial statements, business discussion, or management's analysis. Its purpose is to amend the Form 11-K for the Employees' Investment Plan (Exhibit 99.2) and to add Form 11-Ks for the Savings and Investment Plan (Exhibit 99.3), the Tax Deferred Savings Plan (Exhibit 99.4), and the 401(k) Plan (Exhibit 99.5). The filing reports 343,762,040 common shares outstanding at December 31, 2003, and an aggregate market value of non-affiliate voting stock of about $28.1 billiona.
Investors seeking the company's operating results, earnings, or balance sheet should consult the original 10-K filed March 10, 2004. The most significant content is the restructuring of employee savings plans effective January 1, 2003. Certain management, salaried, and non-bargaining hourly employees moved from the Employees' Investment Plan into the newly established Caterpillar 401(k) Plan.
As a result, the Employees' Investment Plan's net assets fell from about $2.31 billionb at November 30, 2002 to about $86.5 million at November 30, 2003, largely due to roughly $2.19 billion in transfers out. The Caterpillar 401(k) Plan reported net assets of about $3.00 billion at December 31, 2003, reflecting those transfers in. Caterpillar Common Stock Fund holdings and the Master Trust, in which several plans pool assets, also grew substantially with the stock's appreciation in 2003.
The amendment also corrects an omission in the originally filed Employees' Investment Plan audit package. The Schedule H, Line 4i asset schedule did not originally show the historical cost of certain nonparticipant-directed assets.
The corrected schedule, with the audit report reissued on June 14, 2004 for Note 7, addresses that omission. PricewaterhouseCoopers LLP audited the plan financial statements.
02—Key points
Key Highlights
- Purpose of filing: Amendment No. 2 amends the Employees' Investment Plan 11-K and adds 11-Ks for three additional Caterpillar savings plans. It does not restate Caterpillar's consolidated financial results.
- Share count and float: 343,762,040 common shares outstanding at December 31, 2003, with non-affiliate market value of approximately $28.1 billion.
- Plan restructuring: Effective January 1, 2003, eligible management, salaried, and non-bargaining hourly employees moved from the Employees' Investment Plan into the new Caterpillar 401(k) Plan, with Part 1 and Part 2 balances transferred (about $930 million and $1.26 billion, respectively).
- Employees' Investment Plan decline: Net assets fell from about $2.31 billion (2002) to about $86.5 million (2003), mainly from roughly $2.19 billion in transfers to other plans.
- Caterpillar 401(k) Plan: Reported net assets of about $3.00 billion at December 31, 2003, with about $196 million in contributions and about $858 million in net investment income for 2003.
- Company stock exposure: The Caterpillar Common Stock Fund held about $1.6 billion in the 401(k) Plan at year end 2003, underscoring significant employee exposure to Caterpillar shares.
- Corrected disclosure: The Employees' Investment Plan audit package was amended to add historical cost information omitted from the Schedule H asset listing, and the auditor's report was reissued (Note 7 dated June 14, 2004).
03—Questions
Frequently Asked Questions
Does this filing include Caterpillar's full-year 2003 financial results?
No. This is an amendment limited to employee benefit plan Form 11-K exhibits. Caterpillar's consolidated financial statements, revenue, earnings, and segment data appear in the original 10-K filed March 10, 2004, which this amendment does not restate.
Why did the Employees' Investment Plan's assets decline so sharply in 2003?
The decline mainly reflects a plan restructuring rather than investment losses. Effective January 1, 2003, certain employees were moved into the new Caterpillar 401(k) Plan, and about $2.19 billion in plan assets were transferred out. The 401(k) Plan's net assets at year end 2003 of about $3.00 billion reflect the corresponding transfers in.
What changed in the savings plan structure for employees?
Certain management, salaried, and non-bargaining hourly employees stopped contributing to the Employees' Investment Plan on January 1, 2003, and became eligible for the Caterpillar 401(k) Plan. Some employees at subsidiaries such as Caterpillar Paving Products, Caterpillar Work Tools, and Solar Turbines moved to separate plans or the 401(k) Plan in January 2004. Remaining participants in the Employees' Investment Plan included certain union employees and guards at Peoria and Joliet.
Why was this amendment filed?
The company filed Amendment No. 2 to amend the Employees' Investment Plan 11-K and to add 11-K filings for three other plans (Savings and Investment Plan, Tax Deferred Savings Plan, and 401(k) Plan). The Employees' Investment Plan audit package was also corrected to include historical cost information for certain nonparticipant-directed assets, which had been omitted from the Schedule H asset listing.
04—Continue