==============================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------
FORM 11-K
-----------------
[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, 2000
OR
[ ] 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: 1-6948
UNITED DOMINION INDUSTRIES, INC.
COMPASS PLAN FOR
HOURLY EMPLOYEES
700 Terrace Point Drive
Muskegon, Michigan 49443-3301
(Full title of the plan and the address of the plan)
SPX CORPORATION
700 Terrace Point Drive
Muskegon, Michigan 49443-3301
(Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office)
==============================================================================
UNITED DOMINION INDUSTRIES, INC.
COMPASS PLAN FOR HOURLY EMPLOYEES
Financial Statements and Supplemental Schedules
December 31, 2000 and 1999
(With Independent Auditors' Report Thereon)
INDEPENDENT AUDITORS' REPORT
The Board of Directors
United Dominion Industries, Inc.:
We have audited the accompanying statements of net assets available for
benefits of United Dominion Industries, Inc. Compass Plan for Hourly
Employees (the Plan) as of December 31, 2000 and 1999 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, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits of the Plan
as of December 31, 2000 and 1999, 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 performed for the purpose of fonning an opinion on the
basic financial statements taken as a whole. The supplemental schedules of
(1) assets held for investment purposes at end of year as of December 31,
2000, (2) reportable transactions for the year ended December 31, 2000, and
(3) nonexempt transactions for the year ended December 31, 2000 are
presented for the purpose of additional analysis and are not a required
part of the basic financial statements but are 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 schedules are the responsibility of the Plan's management.
The supplemental schedules have been subjected to the auditing procedures
applied in the audits 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.
/s/ KPMG LLP
July 13, 2001
2000 1999
--------------- ---------------
Assets:
Investments at contract value:
Stable Capital Master Trust $ 1,698,476 802,319
Investments at fair value:
Pooled Company Stock Master Fund 396,663 354,812
Common trust and mutual funds 7,770,591 5,627,451
Participant Loans 696,351 244,630
--------------- ---------------
Total investments 10,562,081 7,029,212
--------------- ---------------
Receivables:
Employee contributions 87,254 27,492
Employer contributions 73,549 94,162
Other 2,289 --
--------------- ---------------
Total receivables 163,092 121,654
--------------- ---------------
Cash and cash equivalents 3,532 3,564
--------------- ---------------
Net assets available for benefits $ 10,728,705 7,154,430
=============== ===============
See accompanying notes to the financial statements.
UNITED DOMINION INDUSTRIES, INC.
COMPASS PLAN FOR HOURLY EMPLOYEES
Statements of Changes In Net Assets Available for Benefits
For the Years Ended December 31, 2000 and 1999
2000 1999
------------------ ----------------
Additions to net assets:
- ------------------------
Investment income:
Interest and dividends $ 742,579 374,410
Realized gains, net (note 5) 537,409 127,659
Unrealized (losses) gains, net (note 5) (2,482,183) 578,539
------------ -----------
(1,202,195) 1,080,608
------------ -----------
Contributions:
Employer 152,130 160,365
Employee 992,178 989,871
------------ -----------
1,144,308 1,150,236
------------ -----------
Net assets acquired from
merged plans (note 1) 5,097,656 --
------------ -----------
Total additions 5,039,769 2,230,844
------------ -----------
Deductions from net assets:
- --------------------------
Distributions to participants 494,527 183,760
Net assets transferred to other plans (note 1) 970,967 --
------------ -----------
Total deductions 1,465,494 183,760
------------ -----------
Net increase 3,574,275 2,047,084
Net assets available for benefits:
Beginning of year 7,154,430 5,107,346
------------ -----------
End of year $ 10,728,705 7,154,430
============ ===========
See accompanying notes to the financial statements.
UNITED DOMINION, INC.
COMPASS PLAN FOR HOURLY EMPLOYEES
Notes to the Financial Statements
December 31, 2000 and 1999
(1) PLAN DESCRIPTION
The United Dominion Industries, Inc. Compass Plan for Hourly Employees
(the Plan) was established on January 1, 1996, is a defined
contribution plan, and is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA). The Plan is offered on
a voluntary basis to eligible union employees of United Dominion
Industries, Inc. (the Company) except for those employees already
covered by another Company sponsored defined contribution plan. Each
eligible employee may become an active participant in the Plan
immediately following his or her full employment with United Dominion
Industries, Inc. Although the Company anticipates the Plan will
continue indefinitely, it reserves the right to amend, suspend, or
terminate the Plan in whole or in part at any time, providing that
such an action does not retroactively reduce participant benefits
earned.
The Plan is administered by the Company's Pension Committee which is
appointed by the Board of Directors of the Company.
During 2000, the net assets of the Kelley Corporation 401(k) Plan
($5,058,941) were merged into the Plan. All requirements and
restrictions for the Kelley participants are included within Amendment
VI to the Compass Hourly Plan document. Other miscellaneous transfers
into the Plan during 2000 amounted to $38,715.
During 2000, the Company sold net assets of Lee Engineering. In
connection with the divestiture, the net assets of $932,530, related
to Lee Engineering employees, were transferred out of the Plan to the
acquiring company. Other miscellaneous transfers out of the Plan
during 2000 amounted to $38,437.
Contributions to the Plan by employees are limited to 15% of an
employee's annual before-tax compensation to a maximum of $10,500 and
$10,000 for 2000 and 1999, respectively, indexed for inflation, and
subject to certain discrimination tests prescribed by the Internal
Revenue Code (the Code). In addition to these limitations,
contributions by individuals who participate in both the Plan and a
Company sponsored defined benefit plan are further restricted by
Section 415(e) of the Code which limits the total contributions made
by employees and by employers to qualified benefit plans on the
employees' behalf. Participants in the Plan are at all times 100%
vested in their Plan account balances and earnings related to their
contributions. All matches are performance based and are at the
discretion of the Company. Vesting for participants in the employer
contributions and earnings occur at 25% per year, fully vesting after
4 years. Effective May 24, 2001, the participants are 100% vested in
all employer contributions. Before-tax contributions and the earnings
on both before and after tax contributions are not subject to income
tax until such time as they are withdrawn from the Plan.
Sections 401(k) and 401(m) of the Code limits the average percentage
of compensation that can be contributed by or on behalf of highly paid
employees (as defined in the Code) in relation to the average
percentage of compensation contributed by or on behalf of all other
eligible employees. There were no refunds for the 2000 and 1999 Plan
year pursuant to these sections.
Participants in the Plan are able to receive their vested employer
contributions and/or their pre-tax contribution account balances in a
lump sum or in installments in the event of death, disability,
termination of employment, or retirement. In addition, participants
are able to obtain their vested employer contributions and/or their
pre-tax account balances if, subject to Company approval, they are
able to demonstrate financial hardship, as defined by the Plan. A
participant's application for hardship distribution of his or her
vested employer contributions and/or pre-tax account balance can be
made at any time; and, if approved, the Trustee will cause such a
distribution to be paid within ninety days of the application.
Participants in the Plan are offered the option of investing their
account balances in any of the following nine funds (collectively
referred to as the Nine Funds) for the period January 1, 1999 through
December 31, 2000:
a) UDI Stable Capital Fund invests in insurance contracts and stable
value contracts;
b) Templeton Foreign Fund invests in common stocks;
c) AXP Stock Fund invests in common stocks (replaced by Dreyfus
Founders Balanced Fund in September 1999);
d) United Dominion Company Pooled Stock Fund invests in United
Dominion Industries Limited Common Stock;
e) AXP New Dimensions Fund invests in common stocks;
f) AXP Mutual Fund Balanced invests in common stocks (replaced by
American Century Income and Growth Fund in September 1999);
g) AXP Selective Fund invests in investment grade corporate bonds
and U.S. Government Securities;
h) Equity Index I Fund invests in the American Express Trust Equity
Index Base Fund; and
i) AIM Constellation Fund invests in common stocks.
A participant in the Plan can borrow from the Plan an amount not to
exceed (1) 50% of the vested balance in the participant's account if
the account balance is less than $100,000 or (2) $50,000 if the
account balance is equal to or greater than $100,000. A participant
must have a minimum vested balance of $2,000 to be eligible for a
loan. The loans are secured by the balance in the participant's
account and bear interest at rates that range from 8 1/2 percent to 10
1/2 percent. Principal and interest is paid ratably through weekly
payroll deductions. The term of the loan may not exceed five years
unless the loan is used in the purchase of a primary residence, in
which case the term may be for up to 20 years.
During 1999, the Plan discontinued contributions within the AXP Stock
and Mutual Funds. These two funds were replaced by the Dreyfus
Founders Balanced Fund and the American Century Income and Growth
Fund, respectively. All contributions to the AXP Stock and Mutual
Funds have been directed to the new funds. Existing account balances
within the AXP Stock and Mutual Funds were transferred to the Dreyfus
Founders Balanced and American Century Growth and Income Funds during
March 2000.
Participants in the Plan are able to direct both existing account
balances as well as future contributions to any one of the Nine Funds.
Allocations among the Nine Funds must be in multiples of 1% and can be
changed on a daily basis. The nine investment funds are valued daily.
The Company has a trust agreement with the Trustee for the United
Dominion Industries Trust - Defined Contribution (the Trust); all
assets of the Plan are maintained within the Trust in investment
accounts for the sole benefit of the Plan, except the UDI Stable
Capital Fund and the United Dominion Company Pooled Stock Fund. The
assets of the UDI Stable Capital Fund and the United Dominion Company
Pooled Stock Fund are each in master trusts which were established for
the investments of assets of the United Dominion Industries employee
benefit plans. Each participating savings plan has an undivided
interest in the Master Trust. The assets of the Master Trust are held
by American Express Trust Company. At December 31, 2000 and 1999, the
Plan's interest in the net assets of the UDI Stable Capital Fund
Master Trust was approximately 3% and 1%, respectively. At December
31, 2000 and 1999, the Plan's interest in the net assets of the United
Dominion Pooled Company Stock Fund was approximately 11% and 8%,
respectively. Investment income and administrative expenses related to
the Master Trust are allocated to the individual plans based upon
average monthly balances invested by each plan.
The following table presents the fair values of investments and
investment income of the Master Trusts as of and for the years ended
December 31, 2000 and 1999:
2000 1999
------------- ------------
UDI STABLE CAPITAL MASTER TRUST
Investments at fair value
Money Market $ 1,004,929 3,335,491
Common Trust and Mutual Funds 14,878,805 14,569,225
Investments at contract value
Guaranteed Interest Contracts 44,282,437 40,669,743
------------- ------------
$ 60,166,171 58,574,459
============= ============
Investment income:
Net appreciation in fair value
of investments:
Common Trust and Mutual Funds $ 939,580 854,112
Interest 2,516,222 2,373,625
------------- ------------
Investment income $ 3,455,802 3,227,737
============= ============
UNITED DOMINION COMPANY POOLED
STOCK MASTER TRUST 2000 1999
Investments at fair value:
Money Market $ 73,279 125,088
United Dominion Industries Limited
Common Stock 3,545,063 4,403,254
------------- --------------
$ 3,619,342 4,528,342
============= ==============
Investment income:
Net depreciation in fair value
of investments:
Common stock (1,617,154) (13,288)
Interest and dividends 90,453 73,648
------------- --------------
Investment income (loss) $ (1,526,701) 60,360
============= ==============
The Trustee and investment managers/companies have some discretion as to
the investment and reinvestment of the assets of the Trust within the
guidelines mutually agreed upon between them and the Company for that
portion of the Trust's assets for which each has responsibility. The terms
and conditions of appointment, authority, and retention of the investment
managers/companies is the sole responsibility of the Company. All
withdrawal payments are made by the Trustee.
Eligible employees participating in the Plan totaled 665 and 533 as of
December 31, 2000 and 1999, respectively. The number of participants in
each fund was as follows:
DECEMBER 31, 2000 DECEMBER 31, 1999
-------------------- --------------------
UDI Stable Capital Fund 182 166
Templeton Foreign Fund 123 121
AXP Stock Fund -- 122
United Dominion Company
Pooled Stock Fund 103 134
AXP New Dimensions Fund 337 307
AXP Mutual Fund Balanced -- 223
AXP Selective Fund 105 95
Equity Index I Fund 165 171
AIM Constellation Fund 236 154
American Century Income
and Growth Fund 100 101
Dreyfus Founders Balanced Fund 214 160
The total number of participants in the Plan was less than the sum of the
number of participants shown above because many were participating in more
than one Fund.
Investment income, realized gains and losses, and unrealized appreciation
and depreciation are allocated proportionally to participant accounts based
on each account's investment in each of the respective Funds.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The following accounting policies are followed by the Trust. Unless
otherwise noted, the Plan's accounting policies are the same as the
Trust's:
(a) CASH AND CASH EQUIVALENTS
The Company considers all highly liquid debt instruments with an
original maturity of three months or less to be cash equivalents.
(b) INVESTMENTS
Investments in common shares of United Dominion Industries
Limited (Pooled Company Stock Fund) are valued at the last
published sales price on December 31. Mutual funds and all common
trust funds are valued at the net asset values quoted by the
Funds' sponsors on December 31. Guaranteed investment contracts
included in the Stable Capital Fund are valued at contract value,
(which represents contributions made under the contract, plus
interest at the contract rate, less funds used to pay plan
benefits), because the contracts are fully benefit responsive.
For example, participants may ordinarily direct the withdrawal or
transfer of all or a portion of the investment at contract value.
There are no reserves against contract value for credit risk of
the contract issuer or otherwise. The interest rates range from
5.66% to 8.01%.
(c) DIVIDEND AND INTEREST INCOME
Dividend and interest income is recorded on an accrual basis. The
United Dominion Pooled Company Stock Fund received $0.42 and
$0.36 per share (US) cash dividend in 2000 and 1999,
respectively.
(d) SECURITY TRANSACTIONS
Purchases and sales of securities are recorded on a trade date
basis. An average cost basis is used to determine gains or losses
on security dispositions.
(e) INCOME TAX STATUS
The Plan constitutes a qualified plan under Sections 401(a) and
401(k) of the Code, and the related Trust is exempt from federal
income tax under Section 501(a) of the Code.
The Plan obtained a determination letter on April 28, 1997, in
which the Internal Revenue Service stated that the Plan, as then
designed, was in compliance with the applicable requirements of
the Internal Revenue Code. Therefore, no provision for income
taxes has been included in the Plan's financial statements.
(f) USE OF ESTIMATES
The preparation of financial statements in conformity with
generally accepted accounting principles 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 revenues and expenses during the reported
period. Actual results could differ from those estimates.
(g) DISTRIBUTIONS
Distributions to participants are recorded when paid.
(h) INVESTMENT VALUATION AND INCOME RECOGNITION
Quoted market prices are used to value investments. Shares of
mutual funds are valued at the net asset value of shares held by
the Plan at year end. All company assets are presented at fair
value or approximate fair value.
(3) ADMINISTRATIVE EXPENSES
The Company pays all administrative expenses associated with
sponsorship of the Plan.
(4) SUCCESSOR TO OTHER PLANS
Since the January 1, 1996 introduction of the Plan, the Company has
tried, wherever possible, to substitute it for other defined
contribution plans for union employees sponsored by United Dominion
Industries.
(5) NET REALIZED GAINS (LOSSES) AND UNREALIZED APPRECIATION (DEPRECIATION)
The net realized gains (losses) for the years ended December 31, 2000
and 1999 were as follows:
TEMPLETON
UDI STABLE FOREIGN
CAPITAL FUND FUND
-------------------------------- ---------------------------------
2000 1999 2000 1999
-------------- --------------- --------------- ----------------
Number of shares sold
or transferred 49,313 16,126 21,086 4,144
Market value of
shares sold or
transferred $ 670,307 208,613 216,082 42,272
Cost of shares sold
or transferred 593,273 176,420 202,598 44,415
-------------- --------------- --------------- ----------------
Realized gains (losses)
on sale or transfer
of shares $ 77,034 32,193 13,484 (2,143)
============== =============== =============== ================
UNITED DOMINION
AXP STOCK COMPANY POOLED
FUND STOCK FUND
-------------------------------- ---------------------------------
2000 1999 2000 1999
-------------- --------------- --------------- ----------------
Number of shares sold
or transferred 14,610 2,641 62,546 12,455
Market value of
shares sold or
transferred $ 419,123 71,548 586,102 139,471
Cost of shares sold
or transferred 380,758 67,198 595,218 132,668
-------------- --------------- --------------- ----------------
Realized gains (losses)
on sale or transfer
of shares $ 38,365 4,350 (9,116) 6,803
============== =============== =============== ================
AXP NEW AXP MUTUAL
DIMENSIONS FUND
FUND BALANCED
-------------------------------- ---------------------------------
2000 1999 2000 1999
-------------- --------------- --------------- ----------------
Number of shares sold
or transferred 23,098 3,901 92,030 10,844
Market value of
shares sold or
transferred $ 806,297 122,998 1,157,385 145,459
Cost of shares sold
or transferred 492,021 82,065 1,253,236 150,872
-------------- --------------- --------------- ----------------
Realized gains (losses)
on sale or transfer
of shares $ 314,276 40,933 (95,851) (5,413)
============== =============== =============== ================
AXP SELECTIVE EQUITY INDEX I
FUND FUND
-------------------------------- ---------------------------------
2000 1999 2000 1999
--------------- -------------- ---------------- ---------------
Number of shares sold
or transferred 12,921 12,362 7,149 3,998
Market value of
shares sold or
transferred $ 109,517 112,263 296,416 144,322
Cost of shares sold
or transferred 119,501 112,957 211,258 102,403
--------------- -------------- ---------------- ---------------
Realized gains (losses)
on sale or transfer
of shares $ (9,984) (694) 85,158 41,919
=============== ============== ================ ===============
AIM AMERICAN CENTURY DREYFUS
CONSTELLATION INCOME AND GROWTH FOUNDERS
FUND FUND BALANCED FUND
---------------------------- ------------------------- ---------------------------
2000 1999 2000 1999 2000 1999
------------ ------------- ------------ ----------- -------------- -----------
Number of shares sold
or transferred 16,562 1,869 7,402 5 37,508 1,188
Market value of
shares sold or
transferred $ 675,272 61,246 238,175 149 386,428 13,879
Cost of shares sold
or transferred 518,875 51,181 242,888 151 414,069 14,231
------------ ------------- ------------ ----------- -------------- -----------
Realized gains (losses)
on sale or transfer
of shares $ 156,397 10,065 (4,713) (2) (27,641) (352)
============ ============= ============ =========== ============== ===========
The cumulative net unrealized appreciation (depreciation) of investments
as of December 31, 2000 and 1999 was as follows:
UNITED
UDI DOMINION
STABLE TEMPLETON AXP COMPANY AXP NEW
CAPITAL FOREIGN STOCK POOLED DIMENSIONS
FUND FUND FUND STOCK FUND
------------- --------------- ------------- ------------- --------------
Unrealized (depreciation)
appreciation at
December 31, 1998 $ 50,420 (25,525) 14,391 (39,750) 255,543
Unrealized (depreciation)
appreciation at
December 31, 1999 61,154 38,945 23,108 (36,623) 591,902
------------- --------------- ------------- ------------- --------------
Unrealized appreciation
for the year ended
December 31, 1999 $ 10,734 64,470 8,717 3,127 336,359
============= =============== ============= ============= ==============
Unrealized (depreciation)
appreciation at
December 31, 1999 61,154 38,945 23,108 (36,623) 591,902
Unrealized (depreciation)
appreciation at
December 31, 2000 46,978 (7,836) -- (99,054) (451,082)
------------- --------------- ------------- ------------- --------------
Unrealized depreciation
for the year ended
December 31, 2000 $ (14,176) (46,781) (23,108) (62,431) (1,042,984)
============= =============== ============= ============= ==============
AMERICAN
CENTURY DREYFUS
AXP MUTUAL AXP EQUITY GROWTH & FOUNDERS
FUND SELECTIVE INDEX I AIM INCOME BALANCED
BALANCED FUND FUND CONSTELLATION FUND FUND
-------------- ------------- ------------- ---------------- -------------- ------------
Unrealized (depreciation)
appreciation at
December 31, 1998 (63,336) 1,798 86,342 22,139 -- --
Unrealized (depreciation)
appreciation at
December 31, 1999 (85,409) (13,396) 146,444 152,523 6,661 (4,749)
-------------- ------------- ------------- ---------------- -------------- ------------
Unrealized (depreciation)
appreciation for the year
ended December 31, 1999 $ (22,073) (15,194) 60,102 130,385 6,661 (4,749)
============== ============= ============= ================ ============== ============
Unrealized (depreciation)
appreciation at
December 31, 1999 (85,409) (13,396) 146,444 152,524 6,661 (4,749)
Unrealized (depreciation)
appreciation at
December 31, 2000 -- 9,034 (8,569) (811,734) (29,222) (250,138)
-------------- ------------- ------------- ---------------- -------------- ------------
Unrealized (depreciation)
appreciation for the year
ended December 31, 2000 $ 85,409 22,430 (155,013) (964,257) (35,883) (245,389)
============== ============= ============= ================ ============== ============
(6) DEPARTMENT OF LABOR'S FORM 5500
The Department of Labor's Form 5500 requires separate disclosure of
the amount of realized gains and losses, and the instructions to Form
5500 specify that the amount is to be calculated as the difference
between the proceeds of assets sold during the year and the fair value
of those assets at the beginning of the year. These financial
statements have been prepared in accordance with generally accepted
accounting principles which bases the calculation of realized gains
and losses on historical cost values. For Form 5500 disclosure
purposes, these amounts for the year ended December 31, 2000 and 1999
are as follows:
UNITED
UDI DOMINION AXP
STABLE TEMPLETON AXP COMPANY AXP NEW MUTUAL
CAPITAL FOREIGN STOCK POOLED DIMENSIONS FUND
FUND FUND FUND STOCK FUND FUND BALANCED
----------- -------------- ------------ ---------------- --------------- ---------------
2000
Realized gains (losses) $ 11,964 (14,414) 15,273 26,589 (33,225) (10,171)
Unrealized gains (losses) 50,891 (18,263) -- (97,740) (695,480) --
----------- -------------- ------------ ---------------- --------------- ---------------
$ 62,855 (32,677) 15,273 (71,151) (728,705) (10,171)
=========== ============== ============ ================ =============== ===============
AMERICAN
CENTURY DREYFUS
AXP EQUITY AIM GROWTH & FOUNDERS
SELECTIVE INDEX I CONSTELLATION INCOME BALANCED
FUND FUND FUND FUND FUND
-------------- ----------- ----------------- -------------- --------------
2000
Realized gains (losses) $ 16 (4,542) (50,262) (12,383) (24,892)
Unrealized gains (losses) 12,423 (65,148) (757,618) (28,167) (248,088)
-------------- ----------- ----------------- -------------- --------------
$ 12,439 (69,690) (807,880) (40,550) (272,980)
============== =========== ================= ============== ==============
UDI UNITED DOMINION
STABLE TEMPLETON AXP COMPANY AXP NEW AXP MUTUAL
CAPITAL FOREIGN STOCK POOLED DIMENSIONS FUND
FUND FUND FUND STOCK FUND FUND BALANCED
----------- -------------- ------------ ---------------- --------------- ---------------
1999
Realized gains (losses) $ 6,147 5,907 875 19,838 9,364 3,920
Unrealized gains (losses) 36,780 56,444 12,216 (9,907) 367,645 (31,369)
----------- -------------- ------------ ---------------- --------------- ---------------
$ 42,927 62,351 13,091 9,931 377,009 (27,449)
=========== ============== ============ ================ =============== ===============
AMERICAN
CENTURY DREYFUS
AXP EQUITY AIM GROWTH & FOUNDERS
SELECTIVE INDEX I CONSTELLATION INCOME BALANCED
FUND FUND FUND FUND FUND
-------------- ----------- ----------------- -------------- --------------
1999
Realized gains (losses) $ (2,122) 3,590 3,881 (3) (304)
Unrealized gains (losses) (13,759) 98,436 136,569 6,661 (4,796)
-------------- ----------- ----------------- -------------- --------------
$ (15,881) 102,026 140,450 6,658 (5,100)
============== =========== ================= ============== ==============
(7) RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of a fund managed by American
Express Trust Company. American Express Trust Company is the trustee
as defined by the plan for the period January 1, 1999 through December
31, 2000, therefore, these transactions qualify as party-in-interest.
(8) NONEXEMPT TRANSACTIONS
Included in employee contributions receivable at December 31, 2000 are
participant contribution withholdings of $23,039 that were not
remitted to the Plan and credited to the participants' accounts until
2001. These contribution withholdings were not remitted to the Plan
within fifteen business days, therefore, these transactions qualify as
nonexempt. The Company identified the affected participants and has
remitted or will remit to the Plan the appropriate amounts. The
Company also intends to reimburse the Plan for lost earnings.
(9) INVESTMENTS
Investments that represent 5 percent or more of the Plan's net assets
at December 31, 2000 and 1999 are separately identified as follows:
2000 1999
---------------- ----------------
UDI Stable Capital Fund $ 1,698,476 802,319
AXP Stock Fund -- 403,284
AXP New Dimensions Fund 2,950,280 2,173,953
AXP Mutual Fund Balanced -- 1,161,308
AETC - Collective Equity Index I Fund 618,327 662,896
AIM Constellation Fund 1,708,314 624,716
Dreyfus Founders Balanced Fund 1,331,355 55,298
Loan Fund 696,351 244,630
Other 1,558,978 900,808
---------------- ----------------
$ 10,562,081 7,029,212
================ ================
(10) SUBSEQUENT EVENTS
Effective May 24, 2001, SPX Corporation acquired all the shares of
United Dominion Industries Limited, the ultimate parent of United
Dominion Industries, Inc.
The Door division of the Company was sold in June, 2001. The
tentative date for the transfer of the net assets of the division's
participants is September, 2001. The total amount of the transfer is
anticipated to be approximately $56,000.
SCHEDULE 1
UNITED DOMINION INDUSTRIES, INC.
COMPASS PLAN FOR HOURLY EMPLOYEES
Schedule of Assets Held For Investment Purposes at End of Year
December 31, 2000
DESCRIPTION COST OF
IDENTITY OF ISSUE OF INVESTMENT ACQUISITION CURRENT VALUE
- ------------------------------------------ ------------------------ ------------------- -------------------
*UDI Stable Capital Fund 120,974 Shares $ 1,651,498 1,698,476
*Templeton Foreign Fund 43,388 Shares 456,471 448,634
*UDI Pooled Company Stock Fund 68,378 Shares 495,717 396,663
*AXP New Dimensions Fund 101,524 Shares 3,401,361 2,950,280
*AXP Selective Fund 53,390 Shares 457,588 466,628
*AETC - Collective Equity
Index I Fund 16,143 Shares 626,897 618,327
*AIM Constellation Fund 59,050 Shares 2,520,050 1,708,314
*American Century Income and
Growth Fund 8,186 Shares 276,275 247,053
*Dreyfus Founders Balanced Fund 144,399 Shares 1,581,493 1,331,355
Loan Fund Participant Loans
Rate: 8.5% to 10.5%
Various Maturities 696,350 696,351
------------------- -------------------
$ 12,163,700 10,562,081
=================== ===================
*Party-in-interest
SCHEDULE 2
UNITED DOMINION INDUSTRIES, INC.
COMPASS PLAN FOR HOURLY EMPLOYEES
Schedule Of Reportable Transactions
For the Year Ended December 31, 2000
DESCRIPTION PURCHASE SELLING COST OF NET
IDENTITY OF ISSUE OF ASSETS PRICE PRICE ASSETS GAIN (LOSS)
- ----------------------------------------- ---------------- -------------- ------------- ------------ ---------------
American Express Trust Company
UDI Stable Capital Fund 62,620 units 856,787 -- -- --
49,313 units -- 670,307 593,273 77,034
UDI Pooled Company Stock Fund 92,619 units 698,968 -- -- --
62,546 units -- 586,102 595,218 (9,116)
AXP New Dimensions Fund 26,127 units 848,606 -- -- --
Class Y 23,098 units -- 806,297 492,021 314,276
AXP Mutual Fund Balanced 516 units 6,508 -- -- --
Class Y 92,030 units -- 1,157,385 1,253,236 (95,851)
Dreyfus Founders Balanced Fund 105,609 units 1,155,081 -- -- --
Class F 37,508 units -- 386,428 414,069 (27,641)
American Century Income and 13,307 units 448,150 -- -- --
Growth Fund 7,402 units -- 238,175 242,888 (4,713)
AETC-Collective Equity Index I 3,607 units 148,987 -- -- --
Fund 7,149 units -- 296,416 211,258 85,158
AXP Stock Fund Class Y 19 units 553 -- -- --
14,610 units -- 419,123 380,758 38,365
AIM Constellation Fund 35,215 units 1,356,150 -- -- --
16,562 units -- 675,272 518,875 156,397
Loan Fund 398,905 units 398,905 -- --
131,944 units -- 131,944 131,944 --
Note: The transactions set forth herein are those which individually or
in the aggregate, by investment, involve an amount in excess of
five percent ($357,722) of the fair value of the plan assets
($7,154,430) at the beginning of the plan year.
SCHEDULE 3
UNITED DOMINION INDUSTRIES, INC
COMPASS PLAN FOR HOURLY EMPLOYEES
Schedule of Nonexempt Transactions
Year Ended December 31, 2000
IDENTITY OF PARTY RELATIONSHIP DESCRIPTION PURCHASE
INVOLVED* TO THE PLAN OF TRANSACTION PRICE
- -------------------------------------------------------------------------------------------------- -----------------
Waukesha Cherry - Burrell Employer Participant contribution not remitted
to plan within 15 day limit $ 224
Kelly Employer Participant contribution not remitted
to plan within 15 day limit $ 6,326
*Subsidiaries of United Dominion Industries, Inc.
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustee of the below named plan has duly caused this annual
report to be signed on its behalf by the undersigned hereunto duly
authorized.
UNITED DOMINION INDUSTRIES, INC.
COMPASS PLAN FOR
HOURLY EMPLOYEES
By: United Dominion Industries, Inc.
Management Pension Committee
Date: July 17, 2001 By: /s/ Patrick J. O'Leary
------------------------
Patrick J. O'Leary
By: /s/ Christopher J. Kearney
----------------------------
Christopher J. Kearney
EXHIBIT INDEX
Exhibit No. Document
- ----------- ---------------------------------------
23 Consent of KPMG LLP
EXHIBIT 23
INDEPENDENT AUDITORS CONSENT
The Board of Directors
United Dominion Industries, Inc.:
We consent to the incorporation by reference in the registration statement
(No. 333-61766) on Form S-8 of United Dominion Industries, Inc. Compass
Plan for Hourly Employees (the "Plan"), of our report dated July 13, 2001,
relating to the statements of net assets available for benefits of the Plan
as of December 31, 2000 and 1999, and the related statements of changes in
nets assets available for benefits for the years then ended, which report
appears in the December 31, 2000, annual report on Form 11-K of the Plan.
/s/ KPMG LLP
Charlotte, North Carolina
July 13, 2001