General Cable - Hourly Associates Plan on 11-K
Table of Contents

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

     
(Mark One)
 
[X]   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
     
For the fiscal year ended December 31, 2002
     
[   ]   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the transition period from . . . . . . . . . . . . . . . . . . . . . . . . . . to . . . . . . . . . . . . . . . . . . . . . . . . . .

Commission file number. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

A.   Full Title of the Plan and the address of the Plan:

GENERAL CABLE SAVINGS PLAN
FOR HOURLY ASSOCIATES

4 Tesseneer Drive
Highland Heights, Kentucky 41076

2.         Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office:

GENERAL CABLE CORPORATION

4 Tesseneer Drive
Highland Heights, Kentucky 41076

 

TABLE OF CONTENTS

INDEPENDENT AUDITORS’ REPORT
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
NOTES TO FINANCIAL STATEMENTS
SUPPLEMENTAL SCHEDULE OF ASSETS
SIGNATURES
EX-23 INDEPENDENT AUDITORS' CONSENT
EX-99.1 CERTIFICATION

Table of Contents

INDEX TO FINANCIAL STATEMENTS AND EXHIBITS

Index

Report of Deloitte & Touche LLP, Independent Auditors

Statements of Net Assets Available for Benefits at December 31, 2002 and 2001

Statement of Changes in Net Assets Available for Benefits for the Years Ended December 31, 2002 and 2001

Notes to Financial Statements

Supplemental Schedule

Signature

Exhibit 23 – Consent of Deloitte & Touche LLP, Independent Auditors

Exhibit 99.1 – Certification of Chief Financial Officer of the Company and Member of Savings Plan Administrative Committee Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

Table of Contents

INDEPENDENT AUDITORS’ REPORT

 

General Cable Savings Plan for Hourly Associates:

We have audited the accompanying statements of net assets available for benefits of the General Cable Savings Plan for Hourly Associates (“the Plan”) as of December 31, 2002 and 2001, and the related statements of changes in net assets available for benefits for the years then ended. 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 auditing standards generally accepted in the United States of America. 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2002 and 2001, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule listed in the Table of Contents is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plan’s management. Such supplemental schedule has been subjected to the auditing procedures applied in our audit of the 2002 basic financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.

DELOITTE & TOUCHE LLP
Cincinnati, Ohio

June 17, 2003

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Table of Contents

GENERAL CABLE SAVINGS PLAN FOR HOURLY ASSOCIATES

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2002 AND 2001

                       
          2002   2001
 
ASSETS:
                
 
Investments:
                
   
General Cable Corporation common stock
   $ 613,839     $ 819,551  
   
Mutual funds
     11,284,845       12,953,455  
   
Common/collective trust funds
     6,909,896       6,148,978  
   
Loans to participants
     2,329,863       2,096,603  
 
    
     
 
     
Total Investments
     21,138,443       22,018,587  
 
Contributions receivable
             139,230  
 
    
     
 
 
                
NET ASSETS AVAILABLE FOR BENEFITS
   $ 21,138,443     $ 22,157,817  
 
    
     
 

See notes to financial statements.

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GENERAL CABLE SAVINGS PLAN FOR HOURLY ASSOCIATES

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001

                       
          2002   2001
 
INCREASES:
                
 
Employee contributions
   $ 1,633,776     $ 1,691,047  
 
Employer contributions
     1,087,757       843,252  
 
Rollover contributions
     19,897       1,195  
 
    
     
 
 
                
     
Total contributions
     2,741,430       2,535,494  
 
    
     
 
 
                
DECREASES:
                
 
Distributions to participants
     1,244,490       1,367,762  
 
Administrative expenses
     20,265       14,840  
 
Investment loss:
                
   
Net depreciation in fair value of investments
     3,561,761       1,798,919  
   
Interest and dividend income
     (680,819 )     (913,638 )
 
    
     
 
 
                
     
Total investment loss
     2,880,942       885,281  
 
    
     
 
 
                
     
Total decrease
     (4,145,697 )     (2,267,883 )
 
    
     
 
Transfer from (to) other Plan
     384,893       (60,589 )
 
    
     
 
 
                
INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS
     (1,019,374 )     207,022  
 
                
NET ASSETS AVAILABLE FOR BENEFITS:
                
 
Beginning of period
     22,157,817       21,950,795  
 
    
     
 
 
                
 
End of period
   $ 21,138,443     $ 22,157,817  
 
    
     
 

See notes to financial statements.

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GENERAL CABLE SAVINGS PLAN FOR HOURLY ASSOCIATES

NOTES TO FINANCIAL STATEMENTS

1.   PLAN DESCRIPTION
 
    The following description of the General Cable Savings Plan for Hourly Associates (the “Plan”) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.
 
    General—The Plan is a defined contribution plan of General Cable Corporation (the “Company”) consisting primarily of the following components: the Employer Discretionary Matching Account which accumulates the participant’s share of trust funds attributable to Company matching contributions; the Employee Before-Tax Contribution Account which accumulates the participant’s share of the trust funds attributable to before-tax participant contributions; and the Employer Discretionary Retirement Account which accumulates the participant’s share of trust funds attributable to discretionary contributions made by the Company. The Plan is intended to comply with the provisions of Sections 401(a) and 401(k) of the Internal Revenue Code (“IRC”), and the requirements of the Employee Retirement Income Security Act of 1974 (“ERISA”).
 
    In 2001, the transfer of assets to another Plan represents net transfers of participant account balances from the Plan to the General Cable Retirement and Savings Plan for Salaried Associates. The 2002 transfer represents net transfers of participant account balances from the General Cable Retirement and Savings Plan for Salaried Associates and the General Cable Savings Plan.
 
    Participation—Certain non-union hourly employees scheduled to work at least twenty hours per week are permitted to enroll into the Plan on the thirty-first day of employment. Participation in the Plan is voluntary as to the Employee Before-Tax Contribution Account and the Employer Discretionary Matching Account, and automatic as to the Employer Discretionary Retirement Account.
 
    The Plan has a Loan Fund provision from which loans to participants are permitted at an interest rate equal to the prime rate plus 1%. Certain loans made prior to July 1, 2000 bear an interest rate equal to the prime rate plus 2%. The amount borrowed may not be less than $500 (prior to July 1, 2000, the minimum was $1,000) or exceed, as of the date of the loan, the lesser of one half the participant’s vested amount in the Plan or $50,000, reduced by the excess of the highest outstanding balance of loans during the 1-year period ending on the day before the date on which the loan was made over the outstanding balance of loans from the Plan. The interest rate on loans outstanding at December 31, 2002 ranged from 5.75% to 11.5% and the loans mature from 2003 to 2012.
 
2.   SIGNIFICANT ACCOUNTING POLICIES
 
    The following are the significant accounting policies followed by the Plan:
 
    Investments are generally valued on the basis of the quoted market value.
 
    Security transactions are recorded on the trade date.
 
    Income from investments is recognized when earned.
 
    Basis of Presentation—The accompanying financial statements have been prepared on the accrual basis of accounting.

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    Administrative Expenses—Trustee fees are paid by the Plan. Other administrative expenses are paid by the Company.
 
    Use of Estimates—The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases or decreases in net assets available for benefits during the reporting period. Actual results could differ from those estimates.
 
    The Plan invests in various securities including mutual funds, common/collective trust funds, and corporate stocks. Investment securities, in general, are exposed to various risks, such as interest rate, credit and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statement of net assets available for plan benefits.
 
3.   PARTICIPANTS’ ACCOUNTS AND BENEFITS
 
    Contributions—Employees who are eligible to participate in the Plan may make a before-tax savings account contribution up to 50% of their compensation subject to an overall limitation for 2002 and up to 15% of their compensation subject to an overall limitation for 2001. The Plan provides that the Company, at the discretion of the Board of Directors, may match 50% of the participants first 6% of before-tax contributions for participants employed at the Jackson, Tennessee plant, the Marshall, Texas plant, the South Hadley, Massachusetts plant and the Dayville, Connecticut plant. The Plan provides that the Company may match 50% of the participant’s first 4% of before-tax contributions for the Lawrenceburg, Kentucky employees. The Company’s matching contributions were $592,720 and $528,664 for the years ended December 31, 2002 and 2001, respectively.
 
    The Plan provides for the Company to make a contribution to the Plan’s employee retirement account for certain participating locations. The discretionary contribution level is 3% for the Jackson, Tennessee, the Marshall, Texas and the South Hadley, Massachusetts plants and 4% for the Dayville, Connecticut plant. The Company’s discretionary contributions were $495,037 and $314,588 for the years ended December 31, 2002 and 2001, respectively.
 
    Rollovers—A participant may at any time make a rollover contribution to the Plan if satisfactory evidence that the amount qualifies as a “Rollover Contribution” as defined in the Internal Revenue Code is provided.
 
    Vesting—Participants shall be fully vested in their Employee Before-Tax Contribution Accounts. The Employer’s Discretionary Retirement Accounts are vested based upon completed years of service (as defined by the Plan) for participants who were hired on or after July 1, 2000:

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  Vested
Completed Years of Service Percentage
Less than 3     0 %
3 but less than 4     20 %
4 but less than 5     40 %
5 but less than 6     60 %
6 but less than 7     80 %
7 or more     100 %
Attainment of age 55 with 5 years of service, death or disability     100 %

    The Employer’s Discretionary Matching Accounts are vested based upon completed years of service (as defined by the Plan) for participants who were hired on or after July 1, 2000:
         
    Vested
Completed Years of Service   Percentage
Less than 1     0 %
1 but less than 2     25 %
2 but less than 3     50 %
3 but less than 4     75 %
4 or more     100 %
Attainment of age 65 or age 55 with 5 years of service, death or disability     100 %

    Participants hired prior to July 1, 2000 should refer to the Plan document for their vesting schedule.
 
    Benefit Payments—Upon retirement or other termination of employment, a participant’s vested account balance less any amount necessary to repay participant loans may be distributed to the participant, or in the case of death, to a designated beneficiary, in a lump-sum distribution. Prior to April 1, 2002, certain participants in the former BICC General Cable Industries, Inc. 401(k) Savings Plan may request that, in lieu of single-sum distributions, their vested account balance be paid in installments over a fixed period. The distribution is made as soon as practicable following the participant’s termination of employment.
 
    Net assets available for benefits at December 31, 2002 and 2001, respectively, include $747,389 and $431,247 of vested account balances attributable to terminated participants.
 
    Withdrawals—Once the participant has attained the age of 59 1/2, the portion of a participant’s account attributable to before-tax contributions may be withdrawn without penalty. The full value of any rollover contributions may be transferred to another Internal Revenue Code (IRC) Qualified Plan before age 59 1/2 without penalty or can be paid to the participant prior to age 59 1/2 subject to applicable excise taxes. Participant after-tax contributions may be withdrawn. Certain other account balances may be withdrawn prior to termination of employment if the participant qualifies for financial hardship, as defined by the Plan. Withdrawals are limited to two times per year.
 
    Forfeitures—Upon a participant’s termination from the Company, Company contributions which are not vested are used to reduce future Company contributions to the Plan.

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4.   INVESTMENTS
 
    Thirteen investment options with varying degrees of risk and General Cable Corporation common stock are offered to Plan participants.
 
    The following table presents investments that represent five percent or more of the Plan’s net assets.
                   
      December 31,   December 31,
      2002   2001
     
 
MFS Fixed Fund- Class I*
   $ 6,909,896     $ 6,148,978  
Vanguard Institutional Index Fund
     1,608,027       2,002,749  
MFS Massachusetts Investors Growth Stock Fund- Class I*
             1,033,173  
MFS Emerging Growth Fund- Class I*
     1,638,173       2,389,810  
MFS Value Fund- Class I*
     3,341,412       3,768,967  
Franklin Small Mid Cap Growth Fund- Class A
             1,253,791  

    *Indicates a party-in-interest investment.
 
    For the years ended December 31, 2002 and 2001, Plan investments (including investments bought, sold and held during the period) appreciated/(depreciated) in value as follows:
                 
    2002   2001
 
Mutual funds
   $ (2,966,795 )   $ (2,428,364 )
General Cable Corporation Stock
     (594,966 )     629,445  
 
    
     
 
 
                
Total appreciation/(depreciation)
   $ (3,561,761 )   $ (1,798,919 )
 
    
     
 

5.   PLAN TERMINATION
 
    The Company expects to continue the Plan indefinitely, but reserves the right to terminate it by duly adopted written resolution of the Board of Directors of the Company. In the event of termination the assets of the Plan credited to each participant’s account become fully vested and non-forfeitable, and the plan assets will be allocated to provide benefits to participants as set forth in the Plan, or as otherwise required by law.

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6.   TAX STATUS
 
    The Internal Revenue Service has determined and informed the Company by a letter dated October 16, 2002, that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (IRC). The Plan has been amended since receiving this determination letter in accordance with the Economic Growth and Tax Relief Reconciliation Act of 2001. However, the Plan sponsor believes the Plan is designed and being administered in accordance with the Internal Revenue Code. Therefore, no provision for income taxes is included in the accompanying financial statements.

******

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GENERAL CABLE SAVINGS PLAN FOR HOURLY ASSOCIATES

SUPPLEMENTAL SCHEDULE OF ASSETS (HELD AT END OF YEAR)
(SCHEDULE H, PART IV, LINE 4i OF FORM 5500)
DECEMBER 31, 2002

           
Identity of Issue/   Fair
Description of Investment   Value
 
Common/Collective Trust Funds—
        
 
MFS Fixed Fund-Class I*
   $ 6,909,896  
 
    
 
Mutual Funds:
        
MFS Emerging Growth Fund—Class I*
     1,638,173  
MFS Massachusetts Investors Trust Fund- Class I*
     597,316  
MFS Massachusetts Investors Growth Stock Fund—Class I*
     885,555  
MFS Strategic Income Fund—Class I*
     743,327  
MFS Value Fund- Class I*
     3,341,412  
American EuroPacific Growth Fund—Class A
     404,002  
Franklin Small Mid Cap Growth Fund—Class A
     960,184  
PIMCO Total Return Fund—Class A
     647,190  
Vanguard Institutional Index Fund
     1,608,027  
MFS Capital Opportunities Fund—Class I*
     238,460  
MFS Research International Fund—Class I*
     118,032  
MFS Money Market Fund*
     30,571  
MFS Mid Cap Growth Fund—Class I*
     72,596  
 
    
 
 
     11,284,845  
 
        
Common Stock— General Cable Corporation
     613,839  
 
    
 
 
        
Loans to Participants— Loans maturities through 2012 bearing interest rates ranging from 5.75% to 11.5%
     2,329,863  
 
    
 
 
        
Total Investments
   $ 21,138,443  
 
    
 

*Indicates a party-in-interest investment.

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SIGNATURES

     Pursuant to the requirements of the Securities and Exchange Act of 1934, the trustees (or other 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.

     
    GENERAL CABLE SAVINGS PLAN
FOR HOURLY ASSOCIATES
     
Date:  June 27, 2003   By: /s/ Robert J. Siverd
   
    Name: Robert J. Siverd
Title: Member, Savings Plan Administrative Committee

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