1 UNITED STATES 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 For the period ended December 31, 2000 TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES --------- EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission file number 001-11373 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: PROFIT SHARING PLAN OF BINDLEY WESTERN INDUSTRIES, INC. AND SUBSIDIARIES B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Cardinal Health, Inc. 7000 Cardinal Place Dublin, Ohio 43017 Telephone: 614-757-5000 2 REQUIRED INFORMATION The Profit Sharing Plan of Bindley Western Industries, Inc. and Subsidiaries (the "Plan") is subject to the Employee Retirement Income Security Act of 1974 ("ERISA") and the Plan's financial statements and schedules have been prepared in accordance with the financial reporting requirements of ERISA. Such financial statements and schedules are included in this Report in lieu of the information required by Items 1-3 of Form 11-K. SIGNATURE The Plan Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. PROFIT SHARING PLAN OF BINDLEY WESTERN INDUSTRIES, INC. AND SUBSIDIARIES By: Employee Benefits Policy Committee /s/ Richard J. Miller June 29, 2001 -------------------------------- Richard J. Miller Plan Committee Member 3 TABLE OF CONTENTS INDEPENDENT AUDITORS' REPORT..................................................1 FINANCIAL STATEMENTS: STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION, AT DECEMBER 31, 2000 AND 1999...................2-3 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION, FOR THE YEAR ENDED DECEMBER 31, 2000.....................................4 NOTES TO FINANCIAL STATEMENTS.............................................5-9 SCHEDULES*: SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT DECEMBER 31, 2000 (SCHEDULE I)..........................................10 SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2000 (SCHEDULE II)...................................11 *NOTE - OTHER SCHEDULES HAVE BEEN OMITTED BECAUSE THEY ARE NOT APPLICABLE. EXHIBITS: EXHIBIT 23 - CONSENT OF INDEPENDENT ACCOUNTANTS' 4 INDEPENDENT AUDITORS' REPORT To the Administrator and Administrative Committee of The Profit Sharing Plan of Bindley Western Industries, Inc. and Subsidiaries: We have audited the accompanying statements of net assets available for plan benefits, with fund information, of The Profit Sharing Plan of Bindley Western Industries, Inc. and Subsidiaries as of December 31, 2000 and 1999, and the related statement of changes in net assets available for plan benefits, with fund information, for the year ended December 31, 2000. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on the financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audits 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 as of December 31, 2000 and 1999, and the changes in net assets available for benefits for the year ended December 31, 2000 in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes and reportable transactions 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. These 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/ ENT & IMLER CPA GROUP, PC Indianapolis, Indiana June 27, 2001 1 5 PROFIT SHARING PLAN OF BINDLEY WESTERN INDUSTRIES, INC. AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION DECEMBER 31, 2000 Fund Information -------------------------------------------------------------------------------------------------- Victory Victory American BWI Investment Victory U.S. Gov't American Washington Common Quality Bond Balanced Obligations EuroPacific Mutual Investors Stock Fund Fund Fund Growth Fund Fund ----------- ------------ ----------- ----------- ----------- ---------------- Assets Investments, at fair value: $15,113,504 1,192,174 2,788,702 9,520,792 1,095,152 4,318,533 Receivables: Employer contributions 883,439 145,302 344,308 422,339 206,304 507,604 Employee contributions 32,866 3,061 8,222 7,032 5,938 12,774 Accrued investment income 1,435 -- -- -- -- -- ----------- ---------- ---------- ---------- ---------- ---------- Total assets 16,031,244 1,340,537 3,141,232 9,950,163 1,307,394 4,838,911 Liabilities Other liabilities -- (2,721) (6,930) (5,853) (4,943) (10,691) ----------- ----------- ----------- ----------- ----------- ---------- Net assets available for plan benefits $16,031,244 $ 1,337,816 $ 3,134,302 $ 9,944,310 $ 1,302,451 $4,828,220 =========== =========== =========== =========== =========== ========== Fund Information ---------------------------------------------------------------------------------------------- Franklin Victory Fidelity PHC Small Cap Stock Adv Equity Common Growth Index Growth Loan Stock Fund Fund Fund Fund Total ----------- ----------- ----------- ----------- ----------- ----------- Assets Investments, at fair value: 9,725,189 2,017,599 651,810 1,082,023 52,819 47,558,297 Receivables: Employer contributions -- 369,645 141,177 191,974 -- 3,212,092 Employee contributions -- 10,904 2,868 4,909 -- 88,574 Accrued investment income 75 -- -- -- -- 1,510 ----------- ----------- ----------- ----------- ----------- ----------- Total assets 9,725,264 2,398,148 795,855 1,278,906 52,819 50,860,473 Liabilities Other liabilities -- (9,357) (2,399) (4,241) -- (47,135) ----------- ----------- ----------- ----------- ----------- ----------- Net assets available for plan benefits $ 9,725,264 $ 2,388,791 $ 793,456 $ 1,274,665 $ 52,819 $50,813,338 =========== =========== =========== =========== =========== =========== See auditors' report and accompanying notes to the financial statements. 2 6 PROFIT SHARING PLAN OF BINDLEY WESTERN INDUSTRIES, INC. AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION DECEMBER 31, 1999 Fund Information ----------------------------------------------------------------------------------- Victory Victory Victory BWI Investment Victory Special U.S. Gov't Common Quality Bond Balanced Value Obligations Stock Fund Fund Stock Fund Fund ----------- ------------ ---------- ---------- ----------- Assets Investments, at fair value: $ 5,630,326 639,605 3,125,705 1,065,612 4,045,550 Receivables: Employer contributions 566,293 95,182 254,576 243,173 422,464 Employee contributions 2,269 315 953 925 644 Accrued investment income 254 -- 2 -- 3 ----------- --------- ----------- ----------- ----------- Total assets 6,199,142 735,102 3,381,236 1,309,710 4,468,661 Liabilities Other liabilities (9,825) -- -- -- -- ----------- --------- ----------- ----------- ----------- Net assets available for plan benefits $ 6,189,317 $ 735,102 $ 3,381,236 $ 1,309,710 $ 4,468,661 =========== ========= =========== =========== =========== Fund Information ----------------------------------------------------------------------------------- American American Washington PHC EuroPacific Mutual Investors Common Loan Growth Fund Fund Stock Fund Total ------------ ---------------- -------- ---------- ---------- Assets Investments, at fair value: 824,938 4,426,454 4,437,065 77,924 24,273,179 Receivables: Employer contributions 138,209 357,158 -- -- 2,077,055 Employee contributions 660 2,055 -- -- 7,821 Accrued investment income -- 2 52 -- 313 ---------- ---------- ----------- -------- ------------ Total assets 963,807 4,785,669 4,437,117 77,924 26,358,368 Liabilities Other liabilities -- -- -- -- (9,825) ---------- ----------- ---------- -------- ------------ Net assets available for plan benefits $ 963,807 $ 4,785,669 $4,437,117 $ 77,924 $ 26,348,543 ========== =========== ========== ======== ============ See auditors' report and accompanying notes to the financial statements. 3 7 PROFIT SHARING PLAN OF BINDLEY WESTERN INDUSTRIES, INC. AND SUBSIDIARIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 2000 Fund Information ---------------------------------------------------------------------------------------- Victory Victory Victory BWI Investment Victory Special U.S. Gov't American Common Quality Bond Balanced Value Obligations EuroPacific Stock Fund Fund Stock Fund Fund Growth Fund ------------ ------------ ----------- ----------- ----------- ----------- Contributions: Employer $ 883,439 $ 145,302 $ 344,308 $ -- $ 422,339 $ 206,304 Employee 631,630 81,482 279,372 13,505 177,430 226,479 Rollover 27,478 40,154 334,122 6,430 275,082 494,862 ----------- ---------- ----------- ----------- ---------- ---------- Total contributions 1,542,547 266,938 957,802 19,935 874,851 927,645 ----------- ---------- ----------- ----------- ---------- ---------- Investment Income: Interest and dividends 45,454 48,974 249,370 -- 133 130,450 Realized gains and losses 5,163,226 (6,418) 97,907 (77,599) 289,875 34,995 Net appreciation (depreciation) in fair value of investments 7,063,808 33,299 (216,147) 54,553 (15,631) (455,032) ----------- ---------- ----------- ----------- ---------- ---------- Total investment income 12,272,488 75,855 131,130 (23,046) 274,377 (289,587) ----------- ---------- ----------- ----------- ---------- ---------- Total additions (deductions) 13,815,035 342,793 1,088,932 (3,111) 1,149,228 638,058 Distributions to participants (756,919) (40,787) (536,762) (3,401) (580,344) (79,735) Administrative expenses (31,465) (1,262) (3,302) -- (9,302) (1,786) Net transfers (to) from other funds (3,184,724) 301,970 (795,802) (1,303,198) 4,916,067 (217,893) ----------- ---------- ----------- ----------- ---------- ---------- Net increase (decrease) in net assets available for plan benefits 9,841,927 602,714 (246,934) (1,309,710) 5,475,649 338,644 Beginning of year 6,189,317 735,102 3,381,236 1,309,710 4,468,661 963,807 ----------- ---------- ---------- ----------- ---------- ---------- End of year $16,031,244 $1,337,816 $3,134,302 $ -- $9,944,310 $1,302,451 =========== ========== ========== =========== ========== ========== Fund Information ---------------------------------------------------------------------------------------------------- American Franklin Victory Fidelity Washington PHC Small Cap Stock Adv Equity Mutual Investors Common Growth Index Growth Loan Fund Stock Fund Fund Fund Fund Total ---------------- ---------- ---------- --------- ----------- -------- ----------- Contributions: Employer $ 507,604 $ -- $ 369,645 $ 141,177 $ 191,974 -- $ 3,212,092 Employee 467,858 -- 294,838 75,943 93,903 -- 2,342,440 Rollover 61,092 -- 387,272 571,888 491,542 -- 2,689,922 --------- ---------- ---------- --------- ----------- -------- ----------- Total contributions 1,036,554 -- 1,051,755 789,008 777,419 -- 8,244,454 --------- ---------- ---------- --------- ----------- -------- ----------- Investment Income: Interest and dividends 419,206 679 23,394 22,945 56,634 6,399 1,003,638 Realized gains and losses 3,950 1,620,465 (115,112) (29,733) (14,928) -- 6,966,628 Net appreciation (depreciation) in fair value of investments (97,606) 5,625,675 (345,355) (55,753) (242,043) -- 11,349,768 ----------- ---------- ---------- --------- ----------- -------- ----------- Total investment income 325,550 7,246,819 (437,073) (62,541) (200,337) 6,399 19,320,034 ----------- ---------- ----------- --------- ----------- -------- ----------- Total additions (deductions) 1,362,104 7,246,819 614,682 726,467 577,082 6,399 27,564,488 Distributions to participants (343,653) (541,557) (113,482) (6,134) (2,895) (20,965) (3,026,634) Administrative expenses (4,736) (17,631) (2,405) (497) (673) -- (73,059) Net transfers (to) from other funds (971,164) (1,399,484) 1,889,996 73,620 701,151 (10,539) -- ----------- ---------- ----------- --------- ------------ -------- ----------- Net increase (decrease) in net assets available for plan benefits 42,551 5,288,147 2,388,791 793,456 1,274,665 (25,105) 24,464,795 Beginning of year 4,785,669 4,437,117 -- -- -- 77,924 26,348,543 ---------- ---------- ---------- --------- ---------- -------- ----------- End of year $4,828,220 $9,725,264 $2,388,791 $ 793,456 $1,274,665 $ 52,819 $50,813,338 ========== ========== ========== ========= ========== ======== =========== See auditors' report and accompanying notes to the financial statements. 4 8 PROFIT SHARING PLAN OF BINDLEY WESTERN INDUSTRIES, INC. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS AS OF DECEMBER 31, 2000 AND 1999 NOTE 1 - DESCRIPTION OF THE PLAN The following brief description of the Profit Sharing Plan of Bindley Western Industries, Inc. and Subsidiaries is provided for general information purposes only. Participants should refer to the plan agreement for more complete information. General The Profit Sharing Plan of Bindley Western Industries, Inc. and Subsidiaries (the "Plan") is a combined profit sharing and pre-tax savings plan. The purpose of the Plan is to provide retirement income and other benefits to eligible employees of Bindley Western Industries, Inc. and its Subsidiaries (the "Company"). Effective January 1, 1994, the Company adopted the Prism Prototype Plan and Trust (the "Prism Plan"), thereby amending and restating the Plan, which had originally been established January 1, 1979. Participation Employees are eligible to participate in the Plan on January 1, April 1, July 1, or October 1, whichever comes first, after completing one year of service and attaining age twenty-one. An employee is considered to have completed one year of service at the end of the first twelve-month period during which the employee has completed not fewer than 1,000 hours of service. Administration At December 31, 2000, the Plan was administered by a committee (the "Committee") appointed by the Compensation and Stock Option Committee of the Company's Board of Directors. The Plan has a trust agreement with Key Trust (the "Trustee") whereby the Trustee receives contributions, invests Plan assets and distributes amounts for benefit payments as directed by the Committee. All trustee's fees and other administrative expenses, exclusive of those incurred in relation to the Committee, are paid by the Plan. (See Note 8, "Subsequent Event") Contributions and Allocations to Participants The Company's annual profit sharing contribution to the Plan is a discretionary amount determined by the Board of Directors. The 2000 and 1999 profit sharing contribution approximated $3,212,000 and $2,077,000, respectively. 5 9 Participants may authorize that a pre-tax amount between 1% and 13% of their annual compensation be contributed on their behalf to the Plan. However, the annual contribution per employee cannot exceed $10,500 for 2000 and $10,000 for 1999. Participants may also make qualified rollover contributions to the Plan. Profit sharing contributions are allocated to participants on the basis of the ratio that each participant's compensation bears to the total compensation paid to all Plan participants for the applicable Plan year. Forfeitures (the non-vested portion of those participant's accounts who have terminated service with the Company) are used to offset future employer profit sharing contributions. At December 31, 2000 and 1999, forfeited non-vested accounts totaled $378,197 and $263,685, respectively. Income (net of expenses) is allocated on a daily basis based on the ratio of each participant's adjusted beginning balance to the total of all participants' adjusted beginning balances for the applicable investment fund. Vesting and Distributions A participant's interest in their pre-tax employee contributions and the earnings thereon are 100% vested at all times. A participant's interest in their profit sharing account is vested as follows: Number of Years Percentage of Service Vested ------------------ ---------- Fewer than 3 0% 3 20% 4 40% 5 60% 6 80% 7 or more 100% In the event of a participant's retirement on or after his 65th birthday, total disability or death, his profit sharing account becomes fully vested. Distributions consist of benefit payments to eligible participants, payments of vested amounts to terminated participants and payments to participants who can demonstrate financial hardship. Participants are also able to obtain loans from the Plan. Loans issued under the Prism Plan bear a rate of interest of prime plus 1%. Any loans issued prior to the adoption of the Prism Plan bear interest at a reasonable rate determined by the Committee. The loan fund is utilized as the disbursement fund for loans granted by the Plan. All distributions to participants must be approved by the Committee. 6 10 Employee Rollover Contributions During 2000, the employees of Central Pharmacy, Inc. rolled their 401(K)/Profit Sharing Plan assets into the Profit Sharing Plan of Bindley Western Industries, Inc. and Subsidiaries. The rollover was recognized in the accounts of Bindley Western Industries, Inc. and Subsidiaries as of July 1, 2000, at their balances as previously carried by the Central Pharmacy 401(K)/Profit Sharing Plan. The total rollover amount approximated $2,376,000 and is included in the accompanying statement of changes in net assets available for benefits, with fund information. NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES Basis of Accounting The accounts of the Plan are maintained on the accrual basis of accounting. Investments and Investment Income Investments are stated at fair value which equals quoted market value or unit values based upon quoted market values. Participant loans are valued at cost, which approximates fair value. Interest and dividends are credited to the accounts when earned. Payment of Benefits Upon termination of service, a participant may elect to receive a lump sum amount equal to the value of their account. Benefits are recorded when paid. Use of Estimates The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that effect the reported amounts of assets, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. NOTE 3 - INVESTMENTS The Plan's investments are held by a Trustee. The Plan provides that the contributions will be invested in several different investment programs as directed by each participant. At December 31, 2000, these investment programs ranged from money market, government secured, fixed income, growth, aggressive funds, and the Company's own stock. For the participants who fail to complete the proper investment election forms, these participant accounts are automatically invested in the low risk government secured investment. The net appreciation (depreciation) in fair value for each significant class of investment is shown in the accompanying financial statements as investment income. 7 11 Investment Options Under the Prism Plan, participants are able to direct their contributions among several investment options. The investment funds available to participants are as follows: 1. Victory Investment Quality Bond Fund - invests primarily in investment-grade bonds issued by corporations and the U.S. Government and its agencies or instrumentalities. 2. Victory Balanced Fund - invests in a diversified portfolio of common stocks and fixed income securities or other collective funds holding these securities. 3. Victory Special Value Fund - invests primarily in common stocks of small and medium-sized companies. This fund was closed as of February 1, 2000 and all assets were transferred into other available funds. 4. Bindley Western Industries Common Stock Fund - invests in the common stock of the Company. (See Note 8, "Subsequent Event") 5. Victory U.S. Government Obligations Fund - invests only in short-term securities issued or guaranteed by the U.S. Treasury and repurchase agreements collateralized by U.S. Treasury securities with maturities of thirteen months or less. 6. American EuroPacific Growth Fund - invests in small and large companies based in industrial nations as well as smaller, developing nations. 7. American Washington Mutual Investors Fund - invests primarily in companies that consistently pay dividends and earn more than their dividend payout. 8. Priority Healthcare Corporation Common Stock Fund - one time investment in the common stock of Priority Healthcare Corporation, resulting from the Bindley Western Industries, Inc. January 1, 1999 spin-off. 9. Franklin Small-Cap Growth Fund - invests primarily in the equity securities of small capitalization companies in the United States. 10. Victory Stock Index Fund - invests primarily in the common stocks that comprise the S&P 500 Index. 11. Fidelity Advisor Equity Growth Fund - invests primarily in the common and preferred stocks of companies with above-average growth characteristics. Fund Transfers Transfers between funds result from participants redirecting their contributions between the funds listed above. 8 12 NOTE 4 - PARTY-IN-INTEREST Participants in the Plan may invest their contributions/account balances in a Bindley Western Industries, Inc. Common Stock Fund, which primarily holds shares of the Company's common stock. At December 31, 2000, this fund held 356,386 shares with a historical cost of $5,804,048 and a market value of $15,113,504. At December 31, 1999, this fund held 369,807 shares with a historical cost of $3,708,889 and a market value of $5,630,326. (See Note 8, "Subsequent Event") NOTE 5 - INCOME TAX STATUS The Internal Revenue Service issued a determination letter on October 2, 1996 stating that the Plan qualifies for tax-exempt status under the applicable provisions of the Internal Revenue Code. The Plan has been amended since receiving the determination letter. However, management believes the Plan is designed and is currently being administered in accordance with the Internal Revenue Code and ERISA. NOTE 6 - 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, participants will become 100 percent vested in their accounts. NOTE 7 - DIFFERENCE FROM FORM 5500 At December 31, 2000, there are no differences between the Annual Return/Report of Employee Benefit Plan (Form 5500) filed with the Internal Revenue Service and the accompanying financial statements. NOTE 8 - SUBSEQUENT EVENT On February 14, 2001, Bindley Western Industries, Inc. shareholders voted to approve a merger with Cardinal Health, Inc. This was a stock-for-stock transaction, where Bindley Western Industries, Inc. shareholders received 0.6413 Cardinal Health, Inc. common shares for each outstanding share of Bindley Western Industries, Inc. As a result, all Company common stock held in participants' accounts was converted into Cardinal Health, Inc. common stock at the applicable exchange ratio, and the Bindley Western Industries Common Stock Fund was converted to the Cardinal Health, Inc. Common Stock Fund. Also, in connection with the merger, the Cardinal Health, Inc. Employee Benefits Policy Committee has assumed responsibility for administration of the Plan. 9 13 Schedule I PROFIT SHARING PLAN OF BINDLEY WESTERN INDUSTRIES, INC. AND SUBSIDIARIES SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 2000 Current Identity of Issue Description of Investment Cost Value ---------- --------------------------------------------- ---------------------------- ------------- ------------- American EuroPacific Growth Fund Registered Investment Company $ 1,306,864 $ 1,095,152 Fidelity Adv Equity Growth Fund Registered Investment Company 1,324,066 1,082,023 Franklin Small Cap Growth Fund Registered Investment Company 2,362,953 2,017,599 Victory Stock Index Fund Registered Investment Company 707,563 651,810 Victory Balanced Fund Registered Investment Company 2,739,771 2,788,702 American Washington Mutual Investors Fund Registered Investment Company 4,311,016 4,318,533 Victory U.S. Government Obligations Fund Registered Investment Company 9,097,994 9,520,792 * Bindley Western Industries Common Stock Fund Equity Securities of Bindley Western 5,804,048 15,113,504 Industries, Inc. Priority Healthcare Corp Common Stock Fund Equity Securities of Priority 1,209,352 9,725,189 Healthcare Corporation Victory Investment Quality Bond Fund Registered Investment Company 1,192,590 1,192,174 * Loans to participants (Interest rates of 8.25% to 9.25%) 52,819 52,819 ----------- ------------ $30,109,036 $ 47,558,297 =========== ============ *Denotes party-in-interest. See auditors' report and accompanying notes to the financial statements. 10 14 Schedule II PROFIT SHARING PLAN OF BINDLEY WESTERN INDUSTRIES, INC. AND SUBSIDIARIES SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 2000 Current Value of Trans- Asset on Identity of Purchase Selling Lease action Transaction Net Gain Party Involved Description of Asset Price Price Rental Expenses Cost Date or (Loss) --------------------- -------------------------- -------------------------------------------------------------------------- Key Trust Company of Victory U.S. Government Indiana, NA Obligations Fund 8,355,957 8,355,957 8,355,957 -- Key Trust Company of American Washington Indiana, NA Mutual Investors Fund 4,362,530 4,322,530 4,322,530 -- Key Trust Company of Bindley Western Industries Indiana, NA Common Stock Fund 6,959,624 6,959,624 6,959,624 -- Key Trust Company of American Europacific Indiana, NA Growth Fund 1,438,436 1,438,436 1,438,436 -- Key Trust Company of Victory Prime Obligation Indiana, NA Money Market Fund 9,554,780 9,554,780 9,554,780 -- Key Trust Company of Victory Stock Index Fund 1,560,208 1,560,208 1,560,208 -- Indiana, NA Key Trust Company of Victory Balanced Fund 1,230,401 1,230,401 1,230,401 -- Indiana, NA Key Trust Company of Fidelity Adv Equity Indiana, NA Growth Fund 1,592,051 1,592,051 1,592,051 -- Key Trust Company of Franklin Small Cap Indiana, NA Growth Fund 4,018,772 4,018,772 4,018,772 -- Key Trust Company of Victory U.S. Government Indiana, NA Obligations Fund 3,154,959 3,062,886 3,154,959 92,073 Key Trust Company of Victory Prime Obligation Indiana, NA Money Market Fund 9,625,442 9,625,442 9,625,442 -- Key Trust Company of American Washington Indiana, NA Mutual Investors Fund 4,376,794 4,437,093 4,376,794 (60,299) Key Trust Company of Bindley Western Industries Indiana, NA Common Stock Fund 9,737,556 5,777,145 9,737,556 3,960,411 Key Trust Company of American EuroPacific Indiana, NA Growth Fund 748,185 824,411 748,185 (76,226) Key Trust Company of Priority Healthcare Corp. Indiana, NA Common Stock Fund 1,962,149 984,011 1,962,149 978,139 Key Trust Company of Victory Stock Index Fund 822,912 852,645 822,912 (29,733) Indiana, NA Key Trust Company of Victory Balanced Fund 1,449,163 1,457,696 1,449,163 (8,533) Indiana, NA Key Trust Company of Fidelity Adv Equity Indiana, NA Growth Fund 253,057 267,985 253,057 (14,928) Key Trust Company of Franklin Small Cap Indiana, NA Growth Fund 1,540,706 1,656,179 1,540,706 (115,473) See auditors' report and accompanying notes to the financial statements. 11