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Primex Technologies Inc – ‘11-K’ for 12/31/99

On: Wednesday, 6/28/00, at 5:10pm ET · For: 12/31/99 · Accession #: 950168-0-1578 · File #: 0-28942

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 6/28/00  Primex Technologies Inc           11-K       12/31/99    2:40K                                    Donnelley Financial/FA

Annual Report of an Employee Stock Purchase, Savings or Similar Plan — Form 11-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 11-K        Annual Report of an Employee Stock Purchase,          20     80K 
                          Savings or Similar Plan                                
 2: EX-23.1     Consent of Independent Auditors                        1      5K

11-K — Annual Report of an Employee Stock Purchase, Savings or Similar Plan
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Independent Auditors' Report Notes to Financial Statements Schedule of Assets Held for Investment Purposes Schedule of Reportable Transactions Statement of Changes in Net Assets Available for Benefits with Fund Information Statement of Net Assets Available for Benefits with Fund Information
1	1st Page - Filing Submission
4	Independent Auditors' Report
5	Statement of Net Assets Available for Benefits with Fund Information
9	Statement of Changes in Net Assets Available for Benefits with Fund Information
11	Notes to Financial Statements
19	Item 27A. Schedule of Assets Held for Investment Purposes
20	Item 27D. Schedule of Reportable Transactions

11-K 1st Page of 20 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 FORM 11-K

 ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
 SECURITIES EXCHANGE ACT OF 1934

[X] Annual report pursuant to Section 15(d) of the Securities Exchange Act of   
1934
For the year ended December 31, 1999

OR

[ ] Transition report pursuant to Section 15(d) of the Securities Exchange Act  
of 1934 
 For the transition period from_____________ to_______________

 Commission file number: 333-33051

A. Full title and address of the plan, if different from that of the issuer     
named below:                                                              

 PRIMEX TECHNOLOGIES, INC.
RETIREMENT INVESTMENT MANAGEMENT EXPERIENCE PLAN

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

 Primex Technologies, Inc.
10101 Ninth Street North
 St. Petersburg, FL 33716-3807

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11-K 2nd Page of 20 TOC 1st Previous Next ↓Bottom Just 2nd
REQUIRED INFORMATION

1.   Not Applicable                                                             

2.   Not Applicable                                                             

3.   Not Applicable                                                             

4.   The Primex Technologies, Inc. Retirement Investment Management Experience  
   Plan (the Plan) is subject to the requirements of the Employee Retirement
 Income Security Act of 1974 (ERISA). Attached hereto as Appendix I is a
copy of the most recent financial statements and schedules of the Plan
    prepared in accordance with the financial reporting requirements of ERISA.

Exhibits:                                                                       

(23)     Consent of  Independent Auditors                                       

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the trustee
(or other persons who administer the Plan) have duly caused this annual report  
to be signed on its behalf by the undersigned hereto duly authorized.           

                         Primex Technologies, Inc.
                                Retirement Investment Management
               Experience Plan

Date: June 28, 2000                           /s/ George H. Pain                
                              ------------------------------
                                   Vice President, General Counsel and
         Secretary

2 

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APPENDIX I

 Primex Technologies, Inc. Retirement Investment
Management Experience Plan

 Audited Financial Statements and Supplemental Schedules

 December 31, 1999 and December 31, 1998

Contents

                                                        [Enlarge/Download Table]

                                                                                                        
Independent Auditors' Report .........................................................................4 

Audited Financial Statements                                                                            

Statements of Net Assets Available for Benefits with Fund Information.................................5 
Statement of Changes in Net Assets Available for Benefits with Fund Information.......................9 
Notes to Financial Statements........................................................................11 

Supplemental Schedules                                                                                  

Item 27a--Schedule of Assets Held for Investment Purposes.............................................19
Item 27d--Schedule of Reportable Transactions.........................................................20

3 

11-K 4th Page of 20 TOC 1st Previous Next ↓Bottom Just 4th
Independent Auditors' Report
----------------------------

Plan Administrator                                                              
Primex Technologies, Inc.                                                       
Retirement Investment Management                                                
Experience Plan:                                                                

We have audited the accompanying statements of net assets available for benefits
of Primex Technologies, Inc. Retirement Investment Management Experience Plan as
of December 31, 1999 and the related statements of changes in net assets        
available for benefits for the year then ended and the schedules of assets held 
for investment purposes and of reportable transactions as of and for the year   
ended December 31, 1999. These financial statements and schedules are the       
responsibility of the Plan's management. Our responsibility is to express an    
opinion on these financial statements and schedules based on our audit. The     
financial statements and schedules of Primex Technologies, Inc. Retirement      
Investment Management Experience Plan as of December 31, 1998 were audited by   
other auditors whose report dated June 17, 1999, expressed an unqualified       
opinion on those statements.                                                    

We conducted our audit in accordance with generally accepted auditing standards.
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 audit provides 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 Primex          
Technologies, Inc. Retirement Investment Management Experience Plan as of       
December 31, 1999, and the changes in its net assets available for benefits for 
the year then ended in conformity with generally accepted accounting principles.

                               /s/ Kirkland, Russ, Murphy & Tapp

June 7, 2000                                                                

4 

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 PRIMEX TECHNOLOGIES, INC. RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

Statement of Net Assets Available for Benefits with Fund Information

 December 31, 1999

                                                        [Enlarge/Download Table]

                                                               Participant Directed                                          
                               ----------------------------------------------------------------------------------------------
                               Wachovia     Wachovia      Dodge        BGI          Columbia        Norwest       American   
                                 Money        Fixed       & Cox      Equity         Large Cap      Small Cap       Funds     
                                Market       Income      Balanced      Index         Equity         Equity       EuroPacific 
                                 Fund         Fund        Fund        Fund H          Fund           Fund           Fund     
                               --------     --------     --------    -------        ---------      ---------     ----------- 
ASSETS                                                                                                                       
------                                                                                                                       

Investments at fair value:                                                                                                   
                                                                                                                             
    Money market fund      $ 6,593,625      230,608       34,371       56,407            714          16,873          10,846 
    Mutual funds                     -    6,740,560   13,241,071   20,271,618     11,243,115       5,002,385       5,552,798 
    Equity securities                -            -            -            -              -               -               - 
    Participant loans                -            -            -            -              -               -               - 
                             ---------    ---------   ----------   ----------     ----------       ---------       --------- 
                             6,593,625    6,971,168   13,275,442   20,328,025     11,243,829       5,019,258       5,563,644 

Receivables:                                                                                                                 
    Employer contributions      10,558        5,469      295,836       33,955         19,213          10,338          10,211 
    Other                            -            -        5,492            -              -          49,822               - 
                             ---------    ---------   ----------   ----------     ----------       ---------       --------- 

       Total receivables        10,558        5,469      301,328       33,955         19,213          60,160          10,211 

Cash (overdraft)                28,720      (55,186)      (5,492)      11,957         59,452         (60,873)        (21,329)
                             ---------    ---------   ----------   ----------     ----------       ---------       --------- 

    Total assets             6,632,903    6,921,451   13,571,278   20,373,937     11,322,494       5,018,545       5,552,526 

LIABILITIES                                                                                                                  
-----------                                                                                                                  

Accrued expenses                   210            -            -       40,606         50,514               -           1,182 
                             ---------    ---------   ----------   ----------     ----------       ---------       --------- 

Net assets available for                                                                                                     
 benefits                  $ 6,632,693    6,921,451   13,571,278   20,333,331     11,271,980       5,018,545       5,551,344 
                             =========    =========   ==========   ==========     ==========       =========       ========= 

See accompanying notes to financial statements and independent auditors' report.                   (continued)               

5 

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                                                        [Enlarge/Download Table]

                                                                                             Employer               
                                                 Participant Directed                        Directed               
                               -----------------------------------------------------------   --------               
                               Olin              Arch                                                               
                              Common            Common          Primex                        Primex                
                               Stock             Stock          Common         Participant    Common                
                               Fund              Fund         Stock Fund          Loans     Stock Fund     Total    
                              ------            ------        ----------       -----------  ----------     -----    

ASSETS                                                                                                              
------                                                                                                              

Investments at fair value:                                                                                          
                                                                                                                    
  Money market fund         $   231,328           91,247          919,605               -            -    8,185,624 
  Mutual funds                        -                -                -               -            -   62,051,547 
  Equity securities           6,274,678        3,477,635        9,752,849               -   14,247,078   33,752,240 
  Participant loans                   -                -                -       3,690,678            -    3,690,678 
                              ---------        ---------       ----------       ---------   ----------  ----------- 
                              6,506,006        3,568,882       10,672,454       3,690,678   14,247,078  107,680,089 

Receivables:                                                                                                        
  Employer contributions              -                -           20,398               -            -      405,978 
  Other                               -                -                -               -            -       55,314 
                              ---------        ---------       ----------       ---------   ----------  ----------- 

    Total receivables                 -                -           20,398               -            -      461,292 

Cash (overdraft)                 (8,101)             429          (10,277)             30            -      (60,670)
                              ---------        ---------       ----------       ---------   ----------  ----------- 

    Total assets              6,497,905        3,569,311       10,682,575       3,690,708   14,247,078  108,080,711 

LIABILITIES                                                                                                         
-----------                                                                                                         

Accrued expenses                      -                -                -               -            -       92,512 
                              ---------        ---------       ----------       ---------   ----------  ----------- 

Net assets available for                                                                                            
 benefits                   $ 6,497,905        3,569,311       10,682,575       3,690,708   14,247,078  107,988,199 
                              =========        =========       ==========       =========   ==========  =========== 

See accompanying notes to financial statements and independent auditors' report.

6 

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 PRIMEX TECHNOLOGIES, INC. RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

Statement of Net Assets Available for Benefits with Fund Information

 December 31, 1998

                                                        [Enlarge/Download Table]

                                                                 Participant Directed                                         
                             -------------------------------------------------------------------------------------------------
                               Wachovia      Wachovia      Dodge          BGI        Columbia       Norwest         American  
                                 Money         Fixed       & Cox        Equity       Large Cap     Small Cap          Funds   
                                Market        Income     Balanced        Index        Equity        Equity         EuroPacific
                                 Fund          Fund        Fund         Fund H         Fund          Fund             Fund    
                             ------------   ----------  ----------   -----------   ----------     ----------      ------------

ASSETS                                                                                                                        
------                                                                                                                        

Investments at fair value:                                                                                                    
                                                                                                                              
Money market fund          $ 4,602,870     227,925             -            -              -               -               -  
Mutual funds                         -   8,036,732     8,658,386   17,042,767      8,460,251       4,537,271       2,979,240  
Equity securities                    -           -             -            -              -               -               -  
Participant loans                    -           -             -            -              -               -               -  
                             ---------   ---------     ---------   ----------      ---------       ---------       ---------  
                             4,602,870   8,264,657     8,658,386   17,042,767      8,460,251       4,537,271       2,979,240  

Receivables:                                                                                                                  
Employer contributions           8,546       4,883       334,857       32,102         15,505          10,787           7,064  
Participant contributions       14,732      25,112        17,651       55,064         24,829          23,101          12,067  
    Other                       41,524           -             -            -              -               -               -  
                             ---------   ---------     ---------   ----------      ---------       ---------       ---------  

    Total Receivables           64,802      29,995       352,508       87,166         40,334          33,888          19,131  

Cash (overdraft)                16,359         341           955       23,517          1,749            (570)            303  
                             ---------   ---------     ---------   ----------      ---------       ---------       ---------  

    Total assets             4,684,031   8,294,993     9,011,849   17,153,450      8,502,334       4,570,589       2,998,674  

LIABILITIES                                                                                                                   
-----------                                                                                                                   

Accrued expenses                 5,408           -             -            -              -          23,101               -  
Payable for securities                                                                                                        
 purchased                           -           -        18,606       78,581         26,578            (570)         12,370  
                             ---------   ---------     ---------   ----------      ---------       ---------       ---------  

    Total liabilities            5,408           -        18,606       78,581         26,578          22,531          12,370  
                             ---------   ---------     ---------   ----------      ---------       ---------       ---------  

Net assets available for                                                                                                      
 benefits                  $ 4,678,623   8,294,993     8,993,243   17,074,869      8,475,756       4,548,058       2,986,304  
                             =========   =========     =========   ==========      =========       =========       =========  

See accompanying notes to financial statements and independent auditors' report.                   (continued)                

7 

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                                                        [Enlarge/Download Table]


                                                                                 Employer             
                                                  Participant Directed           Directed             
                                 ------------------------------------------      --------             
                                  Olin                                                                
                                 Common          Primex                         Primex                
                                  Stock          Common        Participant      Common                
                                  Fund         Stock Fund         Loans       Stock Fund      Total   
                                 ------        ----------      -----------    ----------      -----   

ASSETS                                                                                                
------                                                                                                

Investments at fair value:                                                                            
                                                                                                      
  Money market fund        $     429,664         965,096              19               -     6,225,574
  Mutual funds                         -               -               -               -    49,714,647
  Equity services             11,096,716       9,265,629               -      12,753,112    33,115,457
  Participant loans                    -               -       3,277,293               -     3,277,293
                              ----------      ----------       ---------      ----------    ----------
                             11,526,380      10,230,725       3,277,312      12,753,112    92,332,971 

Receivables:                                                                                          
  Employer contributions               -          22,787               -          74,170       510,701
  Participant contributions            -          44,166               -               -       216,722
  Other                                -               -               -               -        41,524
                              ----------      ----------       ---------      ----------    ----------

     Total receivables                -          66,953               -          74,170       768,947 

Cash (overdraft)                 (9,324)         (6,757)              -               -        26,573 
                             ----------      ----------       ---------      ----------    ---------- 

     Total assets            11,517,056      10,290,921       3,277,312      12,827,282    93,128,491 

LIABILITIES                                                                                           
-----------                                                                                           

Accrued expenses                      -               -               -               -        28,509 
Payable for securities                                                                                
 purchased                            -               -               -               -       135,565 
                             ----------      ----------       ---------      ----------    ---------- 

     Total liabilities                -               -               -               -       164,074 
                             ----------      ----------       ---------      ----------    ---------- 

Net assets available for                                                                              
 benefits                  $ 11,517,056      10,290,921       3,277,312      12,827,282    92,964,417 
                             ==========      ==========       =========      ==========    ========== 

See accompanying notes to financial statements and independent auditors' report.

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 PRIMEX TECHNOLOGIES, INC. RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Statement of Changes in Net Assets Available for Benefits with Fund Information

Year Ended December 31, 1999

                                                        [Enlarge/Download Table]

                                                                      Participant Directed                                          
                                    ------------------------------------------------------------------------------------------------
                                     Wachovia     Wachovia         Dodge         BGI       Columbia       Norwest         American  
                                       Money        Fixed          & Cox       Equity      Large Cap     Small Cap          Funds   
                                      Market       Income        Balanced       Index       Equity        Equity         EuroPacific
                                       Fund         Fund           Fund        Fund H        Fund          Fund             Fund    
                                    ---------    -----------   ----------   -----------  ----------     ----------      ------------

Additions to net assets:                                                                                                            
  Investment income:                                                                                                                
                                                                                                                                    
    Interest and dividends        $   296,781       455,457    1,291,073             8      649,818          1,658         195,232  
    Net realized and unrealized                                                                                                     
      appreciation (depreciation)                                                                                                   
      on investments                   57,175      (528,722)     (42,201)    3,561,300    1,617,526        748,947       1,638,318  
                                   ----------     ---------   ----------    ----------   ----------      ---------       ---------  
                                      353,956       (73,265)   1,248,872     3,561,308    2,267,344        750,605       1,833,550  

Contributions:                                                                                                                      
  Employer - retirement                73,324        49,054    3,106,978       291,828      160,839         80,290          65,981  
  Employer - 401k match                     -             -            -             -            -              -               -  
  Participant                         377,265       615,682    1,417,032     1,698,774      889,218        566,020         380,346  
  Rollovers                           628,676       137,567      302,965       360,484      211,944         85,760          91,689  
                                   ----------     ---------   ----------    ----------   ----------      ---------       ---------  

          Total additions           1,433,221       729,038    6,075,847     5,912,394    3,529,345      1,482,675       2,371,566  
                                   ----------     ---------   ----------    ----------   ----------      ---------       ---------  

Deductions from net assets:                                                                                                         
  Benefit payments                  1,138,863       952,613    1,164,637     2,518,242      951,334        502,946         360,509  
  Administrative expenses              23,131        30,513       30,747        26,630          216         (8,792)             29  
                                   ----------     ---------   ----------    ----------   ----------      ---------       ---------  

          Total deductions          1,161,994       983,126    1,195,384     2,544,872      951,550        494,154         360,538  

Net increase (decrease) before                                                                                                      
 interfund transfers                  271,227      (254,088)   4,880,463     3,367,522    2,577,795        988,521       2,011,028  
Net interfund transfers             1,682,843    (1,119,454)    (302,428)     (109,060)     218,429       (518,034)        554,012  
                                   ----------     ---------   ----------    ----------   ----------      ---------       ---------  

          Net increase (decrease)   1,954,070    (1,373,542)   4,578,035     3,258,462    2,796,224        470,487       2,565,040  

Net assets available for benefits                                                                                                   
 at beginning of year               4,678,623     8,294,993    8,993,243    17,074,869    8,475,756      4,548,058       2,986,304  
                                   ----------     ---------   ----------    ----------   ----------      ---------       ---------  

Net assets available for benefits                                                                                                   
 at end of year                   $ 6,632,693     6,921,451   13,571,278    20,333,331   11,271,980      5,018,545       5,551,344  
                                   ==========     =========   ==========    ==========   ==========      =========       =========  

See accompanying notes to financial statements and independent auditors' report.                                         (continued)

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                                                        [Enlarge/Download Table]

                                                                                                  Employer              
                                                          Participant Directed                    Directed              
                                      --------------------------------------------------------    --------              
                                       Olin            Arch                                                             
                                      Common          Common          Primex                       Primex               
                                       Stock           Stock          Common       Participant     Common               
                                       Fund            Fund         Stock Fund        Loans      Stock Fund     Total   
                                      ------          ------        ----------     -----------   ----------     -----   

Additions to net assets:                                                                                                
  Investment income:                                                                                                    
                                                                                                                        
    Interest and dividends        $    332,834         110,965        (78,145)       308,014       463,904     4,027,599
    Net realized and unrealized                                                                                         
      appreciation (depreciation)                                                                                       
      on investments                   (60,927)        384,217       (195,905)             -      (316,144)    6,863,584
                                    -----------      ---------     ----------      ---------    ----------    ----------
                                       271,907         495,182       (274,050)       308,014       147,760    10,891,183

Contributions:                                                                                                          
   Employer - retirement                     -               -         83,048              -             -     3,911,342
   Employer - 401k match                     -               -              -              -     2,781,151     2,781,151
   Participant                               -               -      1,291,537             29             -     7,235,903
   Rollovers                                 -               -        291,774              -             -     2,110,859
                                    -----------      ---------     ----------      ---------    ----------    ----------

       Total additions                 271,907         495,182      1,392,309        308,043     2,928,911    26,930,438
                                    -----------      ---------     ----------      ---------    ----------    ----------

Deductions from net assets:                                                                                             
   Benefit payments                    633,609         389,238      1,163,081        324,224     1,611,962    11,711,258
   Administrative expenses              30,392             185          3,170              -        59,177       195,398
                                    -----------      ---------     ----------      ---------    ----------    ----------

        Total deductions               664,001         389,423      1,166,251        324,224     1,671,139    11,906,656

Net increase (decrease) before                                                                                          
   interfund transfers                (392,094)        105,759        226,058        (16,181)    1,257,772    15,023,782
Net interfund transfers             (4,627,057)      3,463,552        (32,707)       429,577       360,327             -
                                    -----------      ---------     ----------      ---------    ----------    ----------

        Net increase (decrease)     (5,019,151)      3,569,311        193,351        413,396     1,618,099    15,023,782

Net assets available for benefits                                                                                       
   at beginning of year             11,517,056               -     10,290,921      3,277,312    12,827,282    92,964,417
                                    -----------      ---------     ----------      ---------    ----------    ----------

Net assets available for benefits                                                                                       
   at end of year                 $  6,497,905       3,569,311     10,484,272      3,690,708    14,445,381   107,988,199
                                    ==========       =========     ==========      =========    ==========   ===========

See accompanying notes to financial statements and independent auditors' report.

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 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Notes to Financial Statements

December 31, 1999 and 1998

(1)      Description of Plan                                                    
-------------------                                           

       The following description of the Primex Technologies, Inc. Retirement
    Investment Management Experience Plan (Plan) provides only general
         information. Participants should refer to the Plan agreement for a more
complete description of the Plan's provisions.                

(a)      General                                              
-------                                     

                  The Plan is a defined contribution plan covering all employees
                  of Primex Technologies, Inc. (Company). Employees covered by a
                collective bargaining agreement are not eligible to share in
              profit-sharing or other discretionary Company contribution
                  features of the Plan. The Plan is subject to the provisions of
                the Employee Retirement Income Security Act of 1974 (ERISA).

           The Plan was amended effective October 1, 1998 to allow
                  eligible non-bargaining employees hired on or after October 1,
                  1998 to automatically become participants in the Plan and have
        3% of their compensation deducted from their pay and
                 contributed to the Plan, unless they elect out of making this
       automatic contribution or elect a different rate of
            contribution. This automatic enrollment and contribution
               feature does not apply to collectively bargained employees,
               unless the collective bargaining agreement covering them so
provides.                                   

                  On November 6, 1998, the Company acquired CMS, Inc. (which was
               subsequently merged into its wholly owned subsidiary Hitech
              Holdings, Inc.) and Defense Research, Incorporated (Hitech
      Holdings, Inc. and Defense Research, Incorporated,
                 collectively referred to as CMS). Effective November 1, 1998,
                the Plan was amended to allow employees who were employed by
           CMS as of November 6, 1998 and previously making salary
                reduction contributions under a 401(k) plan sponsored by CMS
               (CMS 401(k) plan) to make salary deferrals into the Plan at
              the rates being made under the CMS 401(k) plan unless such
       participants elected to change or cease making such
                 contributions. CMS employees who were not contributing to the
             former CMS 401(k) plan became subject to the automatic 3%
         contribution feature effective as of January 1, 1999.

               As of February 8, 1999, the specialty chemicals business of
   Olin Corporation (Olin) was spun-off into a new
                 publicly-traded company known as Arch Chemicals, Inc. A stock
                  dividend was issued to shareholders of Olin common stock as of
                the record date, February 1, 1999, in an amount equal to one
                 share of Arch common stock for each two shares of Olin common
                 stock held on February 1, 1999. These shares are reflected in
the Arch Common Stock Fund.                 
                                                                     (continued)

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 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Notes to Financial Statements - Continued

(1)      Description of Plan - Continued                                        
-------------------------------                               

(b)     Contributions                                         
-------------                                 

             Each year, participants may contribute up to 15% of pre-tax
          annual compensation or 18% of after-tax compensation, as
               defined in the Plan. Participants may also contribute amounts
                 representing distributions from other qualified defined benefit
            or defined contribution plans. The Company 401(k) matching
              contributions are 50% of the first 6% of compensation that a
              participant contributes to the Plan. Company 401(k) matching
            contributions are made to the Primex Common Stock Fund and
cannot be directed by participants.           

            Under the Plan, the Company provides for an age weighted
              retirement contribution to non-bargaining employees of the
             Company. In 1999 and 1998, the Company made discretionary
          retirement contributions of $3,911,342 and $4,103,056,
                 respectively, to the Plan. These contributions were allocated
           to participants based on age and compensation levels as
           defined by the Plan. Participants may direct retirement
                contributions to any investment option. Former CMS employees
              are not currently eligible to participate in discretionary
retirement contributions.                   

(c)     Participant Accounts                                  
--------------------                          

               Each participant's account is credited with the participant's
    contributions and allocations of (a) the Company's
            contributions and (b) Plan earnings, and is charged with a
                monthly administrative expense of $3.50. Allocations are based
          on participant earnings or account balances, as defined.
          Forfeited balances of terminated participants' nonvested
               accounts are used to reduce future Company contributions. The
                benefit to which a participant is entitled is the benefit that
 can be provided from the participant's account.

(d)     Vesting                                               
-------                                       

             Participants are immediately vested in their contributions,
             plus actual earnings thereon and become fully vested in all
               Company contributions following two full years of employment.

                                                                     (continued)

12

11-K 13th Page of 20 TOC 1st Previous Next ↓Bottom Just 13th
 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Notes to Financial Statements - Continued

(1)      Description of Plan - Continued                                        
-------------------------------                               

(e)      Investment Options                                   
------------------                          

                  Upon enrollment in the Plan, a participant may direct employee
                 contributions to any of the following investment options with
            the exception of the Olin Common Stock Fund and the Arch
                 Common Stock Fund. Options are listed by registered fund name
               followed by the fund name used by the Plan, in parentheses.
           Participants may change their investment options daily.

              Wachovia Short-Term Investment Fund (Wachovia Money Market
          Fund) - This money market fund invests in high-quality
             financial instruments, including commercial paper, demand
            notes, time deposits and certificates of deposit with an
average maturity of approximately 30 days.  

                  Wachovia Fixed Income Fund (Wachovia Fixed Income Fund) - This
                  fund invests in high-grade fixed income obligations, including
                  those of the U.S. Government and its agencies, corporate debt,
            mortgage pools, asset-backed securities and money market
            instruments. The average maturity ranges from six to ten
years.                                      

                Dodge & Cox Balanced Fund (Dodge & Cox Balanced Fund) - This
              fund seeks income, conservation of principal and long-term
                 growth of principal and income. The fund may invest up to 75%
              of its assets in common stocks and convertible securities.
                  Prospective earnings and dividends are major considerations in
            these purchases. Individual securities are selected with
                  regard to financial strength and economic background. The fund
             may invest the balance of its assets in investment-grade,
fixed income securities.                    

                  BGI Barclays Global Investors Fund H (BGI Equity Index Fund H)
               - This fund seeks to replicate the return of the Standard &
                  Poor's 500 Composite Stock Index. The fund invests in the same
                  securities as the S & P 500 index, a widely accepted benchmark
                 composed of industrial, utility, financial and transportation
stocks.                                     

               Columbia Common Stock Fund, Inc. (Columbia Large Cap Equity
            Fund) - This fund seeks to provide growth of capital and
           dividend income for shareholders. The fund invests in a
         diverse portfolio of common stocks of the largest 250
                 companies in the United States. Securities selection is based
               on a number of factors, including financial strength of the
                companies, ability of management, earnings growth and profit
margins.                                    

                                                                     (continued)

13

11-K 14th Page of 20 TOC 1st Previous Next ↓Bottom Just 14th
 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Notes to Financial Statements - Continued

(1)      Description of Plan - Continued                                        
-------------------------------                               

(e)      Investment Options - Continued                       
------------------------------              

             Norwest Small Company Growth Advantage (Norwest Small Cap
               Equity Fund) - This fund seeks to provide long-term capital
                appreciation. The fund invests primarily in the common stock
                of small and medium-sized domestic companies that are either
                 growing rapidly or completing a period of significant change.
                Up to 10% of the fund's assets may be invested in the common
      stock of small and medium sized foreign companies.

               EuroPacific Growth Fund (American Funds EuroPacific Fund) -
             This fund seeks to provide long-term capital appreciation
              through international diversification. The fund invests in
              stocks issued by companies in Europe or the Pacific Basin.

                 Olin Corporation Common Stock (Olin Common Stock Fund) - This
             fund is invested in the common stock of Olin Corporation,
            although a small portion of the fund may be held in cash
               equivalents in order to facilitate cash withdrawals. No new
             contributions may be invested in, or transferred to, this
                 fund. Transfers out of this fund are permitted but restricted
            to the Primex Common Stock Fund for any company matching
            contributions. Dividends received are invested in Primex
Common Stock Fund.                          

             Arch Chemicals, Inc. Common Stock Fund (Arch Common Stock
        Fund)- This fund is invested in common stock of Arch
                Chemicals, Inc., although a small portion of the fund may be
        held in cash equivalents in order to facilitate cash
            withdrawals. No new contributions may be invested in, or
             transferred to, this fund. Transfers out of this fund are
                permitted but restricted to the Primex Common Stock Fund for
              any Company matching contributions. Dividends received are
invested in Primex Common Stock Fund.       

               Primex Technologies, Inc. Common Stock (Primex Common Stock
                 Fund) - This fund is invested in common stock of the Company,
            although a small portion of the fund may be held in cash
        equivalents in order to facilitate cash withdrawals.

                                                                     (continued)

14

11-K 15th Page of 20 TOC 1st Previous Next ↓Bottom Just 15th
 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Notes to Financial Statements - Continued

(1)      Description of Plan - Continued                                        
-------------------------------                               

(f)      Participant Loans                                    
-----------------                           

                 Participants may borrow from their fund accounts a minimum of
                  $500 up to a maximum of $50,000 or 50% of their vested account
             balance excluding that portion of a participant's account
    attributable to Company discretionary retirement
              contributions. Loan transactions are treated as a transfer
               from (to) the investment fund to (from) the loan fund. Loan
           terms range from one to five years. Participant account
           balances are reduced by the amount of the loan and bear
                  interest at a rate commensurate with local prevailing rates as
               determined by the Plan administrator. Interest rates during
               the 1999 Plan year ranged from 8.75% - 10.0%. Principal and
             interest is paid back to the participants account through
payroll.                                    

(g)      Payment of Benefits                                  
-------------------                         

                 Upon termination of service, disability, retirement or death,
              a participant or beneficiary may receive a lump-sum amount
                equal to the vested value of his or her account. Amounts not
                  attributable to Company discretionary retirement contributions
            may be taken in annual installments over a period not to
                 exceed the life expectancy of the participant and/or the life
expectancy of the beneficiary.              

(2)      Summary of Significant Accounting Policies                             
------------------------------------------                    

(a)      Investment Valuation and Income Recognition          
------------------------------------------- 

                  The Plan's investments are stated at fair value. The shares of
               registered investment companies are valued at quoted market
                 prices which represent the net asset values of shares held by
         the Plan at year end. Securities traded on a national
             securities exchange are valued at the last reported sales
        price on the last business day of the Plan year. The
                participant notes receivable are valued at their outstanding
balances, which approximate fair value.     

                  Purchases and sales of securities are recorded on a trade-date
            basis. Interest income is recorded on the accrual basis.
   Dividends are recorded on the ex-dividend date.

(b)      Benefits Paid                                        
-------------                               

                  The Plan records benefits as they are paid to participants and
                 does not accrue benefits prior to payment. As of December 31,
           1999 and 1998 participants elected distributions in the
               amounts of $198,104 and $36,185, respectively, that had not
yet been paid.                              
                                                                     (continued)

15

11-K 16th Page of 20 TOC 1st Previous Next ↓Bottom Just 16th
 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Notes to Financial Statements - Continued

(2)      Summary of Significant Accounting Policies - Continued                 
------------------------------------------------------        

(c)      Use of Estimates                                     
----------------                            

              The preparation of financial statements in conformity with
                generally accepted accounting principles requires management
             to make estimates that affect the amounts reported in the
               financial statements and accompanying notes. Actual results
could differ from those estimates.          

(3)      Investments                                                            
-----------                                                   

       The Plan's investments are held by a bank-administered trust fund and
are presented in the following table:                         

                                                                [Download Table]

                                                1999         1998   
                                             ----------   ----------
                                                                    
Wachovia Short-Term Investment Fund       $   8,185,624    4,602,870
Wachovia Fixed Income Fund                    6,740,560    8,264,657
Dodge & Cox Balanced Fund                    13,241,071    8,658,386
BGI Barclays Global Investors Fund H         20,271,618   17,042,767
Columbia Common Stock Fund, Inc.             11,243,115    8,460,251
Norwest Small Company Growth Advantage        5,002,385    4,537,271
EuroPacific Growth Fund                       5,552,798    2,979,240
Olin Common Stock Fund                        6,274,678   11,526,380
Arch Common Stock Fund                        3,477,635            -
Primex Common Stock Fund                     23,999,927   22,983,837
Participant loans                             3,690,678    3,277,312
                                            -----------  -----------

         Total investments at fair value  $ 107,680,089   92,332,971
                                            ===========   ==========

(4)      Plan Termination                                                       
----------------                                              

        Although it has not expressed any intent to do so, the Company has the
       right under the Plan to discontinue its contributions at any time and
        to terminate the Plan subject to the provisions of ERISA. In the event
        of Plan termination, all participants will become 100% vested in their
accounts.                                                     

                                                                     (continued)

16

11-K 17th Page of 20 TOC 1st Previous Next ↓Bottom Just 17th
 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Notes to Financial Statements - Continued

(5)      Differences Between the Financial Statements and the Form 5500         
--------------------------------------------------------------

        The following is a reconciliation of net assets available for benefits
per the financial statements to the Form 5500:                

                                                                [Download Table]

                                                         1999          1998     
                                                       -----------  ----------- 
                                                                                
Net assets available for benefits per the financial                             
  statements                                         $ 107,988,199   92,964,417 
   Add contributions receivable at beginning of                                 
     year per the financial statements                           -      381,766 
  Less contributions receivable at end of year per                              
     the financial statements                                    -     (727,423)
  Add benefit payments accrual at end of year per                               
     Form 5500                                                   -       36,185 
  Less benefit payments accrual at beginning of                                 
     year per Form 5500                                          -     (124,538)
  Other                                                          -     (203,795)
                                                       -----------   ---------- 
Net assets available for benefits per the Form 5500  $ 107,988,199   92,326,612 
                                                       ===========   ========== 

      The following is a reconciliation of contributions per the financial
statements to the Form 5500:                                                    

                                                                [Download Table]

                                                       1999           1998     
                                                     -----------   ----------- 
                                                                               
Contributions per the financial statements         $  16,039,255    13,647,196 
Add contributions receivable at beginning of year                              
  per the financial statements                           727,423       381,766 
Less contributions receivable at end of year                                   
   per the financial statements                         (405,978)     (727,423)
Other                                                     24,212       (62,952)
                                                     -----------    ---------- 
Contributions per the Form 5500                    $  16,384,912    13,238,587 
                                                     ===========    ========== 

         Contributions relating to 1998 that had not been paid prior to year end
    are recorded on the financial statements but not on the Form 5500.

         The following is a reconciliation of benefit payments per the financial
    statements to the Form 5500 for the year ending December 31, 1999:

                                                                [Download Table]

                                                             
Benefit payments per the financial statements  $  11,711,258 
Less benefit payments accrual at beginning of                
  1998 per Form 5500                                (124,538)
Add benefit payments accrual at end of 1998                  
  per Form 5500                                       36,185 
Other                                               (203,795)
                                                 ----------- 
Benefit payments per the Form 5500             $  11,419,110 
                                                 =========== 

         At December 31, 1998, accruals for benefit payments paid after year end
     are recorded on the Form 5500 and are not recorded on the financial
         statements.                                                 (continued)

17

11-K 18th Page of 20 TOC 1st Previous Next ↓Bottom Just 18th
 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Notes to Financial Statements - Continued

(6)      Income Tax Status                                                      
-----------------                                             

        The Plan has received a determination letter from the Internal Revenue
       Service dated June 29, 1998, stating that the Plan is qualified under
        Section 401(a) of the Internal Revenue Code (Code) and, therefore, the
    related trust is exempt from taxation. Once qualified, the Plan is
 required to operate in conformity with the Code to maintain its
  qualification. The Plan administrator believes the Plan is being
     operated in compliance with the applicable requirements of the Code
         and, therefore, believes the Plan is qualified and the related trust is
tax exempt.                                                   

(7)      Transactions with Parties-In-Interest                                  
-------------------------------------                         

        During 1999, the Plan received $329,621 in common stock dividends from
the Company.                                                  

       Fees paid by the Plan during the year for legal, accounting and other
      services rendered by parties-in-interest were based on customary and
       reasonable rates for such services. The Company pays a portion of the
administrative expenses of the Plan.                          

    During 1999, the Company approved a two-for-one stock split with a
  record date of February 22, 1999 and a subsequent stock dividend
payment date of March 22, 1999.                               

(8)      Subsequent Events                                                      
-----------------                                             

  Effective March 1, 2000, Dreyfus Retirement Services Corporation
      (Dreyfus) became the record keeper and Boston Safe Deposit and Trust
     Company became the trustee for the Plan. As a result, assets in the
         Plan, with the exception of the common stock funds, were transferred to
new investment options offered by Dreyfus.                    

      Effective January 1, 2000, Primex revised the funding policy for the
         Company retirement contribution from monthly to annually. Contributions
       for the year 2000 will be credited to participant accounts in January
         2001 based on the participants age as of January 1, 2000 and their year
        2000 wages. Additionally, the Company eliminated participant quarterly
       transaction fees and initiated a $50 loan fee for all new loans taken
         after March 1, 2000. The loan feature in the Plan was also changed to a
maximum of two outstanding loans per participant.             

18

11-K 19th Page of 20 TOC 1st Previous Next ↓Bottom Just 19th
 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

Item 27a - Schedule of Assets Held for Investment Purposes

Employer Identification Number: 06-1458069

Plan Number: 001

 December 31, 1999

                                                        [Enlarge/Download Table]


Identity of issuer,           Description of investment including                                                 
 borrower, lessor,                  maturity date, rate of                                 Cost of      Current   
 or similar party                   interest or collateral               Shares         acquisitions     value    
------------------------  ---------------------------------------  -----------------    ------------  ----------- 
                                                                                                                  
   Wachovia Short-Term                                                                                            
      Investment Fund                  Money Market Fund                 8,185,624     $ 8,185,624       8,185,624

   Wachovia Fixed Income                                                                                          
      Fund                             Mutual Fund                     11,499.8945       6,782,185       6,740,560

   Dodge & Cox Balanced                                                                                           
     Fund                              Mutual Fund                    201,507.7050      13,533,188      13,241,071

   BGI Equity Index Fund                                                                                          
     H                                 Mutual Fund                      498,522.13      12,800,431      20,271,618

   Columbia Common Stock                                                                                          
     Fund, Inc.                        Mutual Fund                    389,035.1310       8,903,383      11,243,115

   Wells Fargo FDS Small                                                                                          
     Company Growth                    Mutual Fund                    156,178.1070       4,671,709       5,002,385

   EuroPacific Growth Fund             Mutual Fund                    130,164.0430       4,080,696       5,552,798

   Olin Corporation                    Common stock                        316,703       4,278,398       6,274,678

   Arch Chemicals, Inc.                Common stock                        166,096       2,725,180       3,477,635

 * Primex Technologies, Inc.           Common stock                      1,156,623      16,838,948      23,999,927

   Participant loans                   6.5% - 10.5%                              -       3,690,678       3,690,678
                                                                                         ---------       ---------

                                                                                      $ 86,490,420     107,680,089
                                                                                        ==========     ===========

* Indicates parties-in-interest to the Plan.                                    

19

11-K Last Page of 20 TOC 1st Previous Next ↓Bottom Just 20th
 PRIMEX TECHNOLOGIES, INC.
 RETIREMENT INVESTMENT
MANAGEMENT EXPERIENCE PLAN

 Item 27d- Schedule of Reportable Transactions

Employer Identification Number: 06-1458069

Plan Number: 001

Year Ended December 31, 1999

                                                        [Enlarge/Download Table]


    Identity of                                                                       Cost      Current Value              
       Party                                                Purchase     Selling       of        of Asset on     Net Gain  
     Involved                   Description of Asset         Price        Price       Asset    Transaction Date  or (loss) 
--------------------     -------------------------------   ---------     -------      -----    ----------------  --------- 
                                                                                                                           
American Funds Group     American Funds EuroPacific Fund  $ 3,256,852            -   3,256,852     3,256,852             - 

American Funds Group     American Funds EuroPacific Fund            -    2,321,614   1,964,691     2,321,614       356,923 

BGI Barclays Global      BGI Equity Index Fund H            4,605,855            -   4,605,855     4,605,855             - 

BGI Barclays Global      BGI Equity Index Fund H                    -    4,938,342   3,294,377     4,938,342     1,643,965 

Columbia Funds           Columbia Large Cap Equity Fund     3,301,067            -   3,301,067     3,301,067             - 

Columbia Funds           Columbia Large Cap Equity Fund             -    2,135,671   1,742,669     2,135,671       393,002 

Dodge and Cox Funds      Dodge and Cox Balanced Fund        6,834,183            -   6,834,183     6,834,183             - 

Dodge and Cox Funds      Dodge and Cox Balanced Fund                -    2,209,296   2,158,131     2,209,296        51,165 

Norwest Advantage Funds  Norwest Small Cap Equity Fund      6,337,053            -   6,568,085     6,337,053             - 

Norwest Advantage Funds  Norwest Small Cap Equity Fund              -    6,621,029   7,169,606     6,621,662      (548,577)

Primex Technologies      Primex Common Stock Fund           4,467,489           -    4,467,489     4,467,489             - 

Primex Technologies      Primex Common Stock Fund                   -   1,974,298    1,232,636     1,974,298       741,662 

Wachovia                 Wachovia Money Market Fund        41,406,362           -   41,406,362    41,406,362             - 

Wachovia                 Wachovia Money Market Fund                 -  39,654,284   39,654,284    39,654,284             - 

20

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘11-K’ Filing	Date	First	Last	Other Filings

Filed on:	6/28/00	2
	6/7/00	4
	3/1/00	18
	1/1/00	18
For Period End:	12/31/99	1	20	10-K
	6/17/99	4
	3/22/99	18
	2/22/99	18
	2/8/99	11
	2/1/99	11
	1/1/99	11
	12/31/98	3	17	10-K
	11/6/98	11		8-K, 8-K/A
	11/1/98	11
	10/1/98	11
	6/29/98	18
				List all Filings

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Filing Submission 0000950168-00-001578 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Primex Technologies Inc – ‘11-K’ for 12/31/99

On: Wednesday, 6/28/00, at 5:10pm ET · For: 12/31/99 · Accession #: 950168-0-1578 · File #: 0-28942

Annual Report of an Employee Stock Purchase, Savings or Similar Plan — Form 11-KFiling Table of Contents

11-K — Annual Report of an Employee Stock Purchase, Savings or Similar PlanDocument Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Annual Report of an Employee Stock Purchase, Savings or Similar Plan — Form 11-K
Filing Table of Contents

11-K — Annual Report of an Employee Stock Purchase, Savings or Similar Plan
Document Table of Contents