11-K 1 f73674e11-k.txt FORM 11-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(b) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) [X] Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2000 [ ] Transaction report pursuant to Section 15(d) of the Securities Exchange Act of 1934 (no fee required) For the transition period from _____________________ to _____________________ Commission file number _______________________________________________________ A. Full title of the plan and the address of the plan, if different from that of the issuer named below: AUTOLIV ASP, INC. EMPLOYEE SAVINGS AND INVESTMENT PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: AUTOLIV, INC. World Trade Center Klarabergsviadukten 70, SE-1C7 24 Stockholm, Sweden Telephone number, including area code: +46 8 587 20 600 2 AUDITED FINANCIAL STATEMENTS AND SCHEDULE Autoliv ASP, Inc. Employee Savings and Investment Plan As of December 31, 2000 and 1999 and for the year ended December 31, 2000 3 Autoliv ASP, Inc. Employee Savings and Investment Plan Audited Financial Statements and Schedule As of December 31, 2000 and 1999 and for the year ended December 31, 2000 and 1999 CONTENTS Report of Independent Auditors.................................................1 Audited Financial Statements Statements of Net Assets Available for Benefits................................2 Statement of Changes in Net Assets Available for Benefits......................3 Notes to Financial Statements..................................................4 Supplemental Schedule Schedule of Assets Held Purposes at End of Year...............................10
4 Report of Independent Auditors Savings Trust Investment Committee and Savings Plan Administrative Committee Autoliv ASP, Inc. We have audited the accompanying statements of net assets available for benefits of the Autoliv ASP, Inc. Employee Savings and Investment Plan as of December 31, 2000 and 1999, and the related statement of changes in net assets available for benefits 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 these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the year ended December 31, 2000, in conformity with accounting principles generally accepted in the United States. Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets held at end of year as of December 31, 2000, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in our audit of the 2000 financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. May 24, 2001 1 5 Autoliv ASP, Inc. Employee Savings and Investment Plan Statements of Net Assets Available for Benefits
DECEMBER 31 2000 1999 -------------------------------- ASSETS Investments $124,942,075 $126,856,190 Contribution receivable 491,840 -- Accrued interest receivable 166,163 134,410 -------------------------------- Net assets available for benefits 125,600,078 126,990,600 ================================
See accompanying notes. 2 6 Autoliv ASP, Inc. Employee Savings and Investment Plan Statement of Changes in Net Assets Available for Benefits For the year ended December 31, 2000 INVESTMENT INCOME: Net appreciation in fair value of investments $ (13,017,135) Interest income 1,766,552 Dividend income 819,674 ------------- (10,430,909) CONTRIBUTIONS: Participants 12,972,133 Employer 4,553,349 Rollover contributions by participants 647,759 Transfer of assets from another plan -- ------------- 18,173,241 ------------- Total additions 7,742,332 Withdrawals by participants (9,132,854) ------------- Net increase (decrease) (1,390,522) Net assets available for benefits: Beginning of year 126,990,600 ------------- End of year $ 125,600,078 =============
See accompanying notes. 3 7 Autoliv ASP, Inc. Employee Savings and Investment Plan Notes to Financial Statements December 31, 2000 1. DESCRIPTION OF PLAN The following description of the Autoliv ASP, Inc. Employee Savings and Investment Plan (the "Plan") provides only general information. Participants should refer to the Summary Plan Description for a more complete description of the Plan's provisions. General The Plan is a defined contribution plan established to provide eligible employees with an incentive to make systematic savings for retirement from current income through payroll deductions and to afford them an opportunity to acquire an equity interest in Autoliv, Inc. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). All domestic employees (other than those covered by a collective bargaining agreement, which does not provide for Plan participation) of Autoliv ASP. Inc. (the "Company") are eligible to participate in the Plan. Employees become participants without satisfying any service requirements. Contributions Participation in the Plan is voluntary. Participants make contributions to the Plan for any whole percentage up to a maximum of 14% of base pay, not to exceed the Internal Revenue Service limit. The Company contributes an amount equal to 50% of the first 6% of participants' contributions, adjusted for any current forfeitures and reinstatement of prior forfeitures. Participants can elect to treat their contributions on a before and/or after-tax basis. Participants' Company contributions are allocated among any of eight investment fund options in accordance with participants' elections. Participants may transfer amounts from one investment fund to another. Unless the Plan is otherwise notified, all employees who have elected to participate are automatically enrolled into the MFO Autoliv Fixed Return Fund at a contribution rate of three percent of base pay. 4 8 Autoliv ASP, Inc. Employee Savings and Investment Plan Notes to Financial Statements (continued) 1. DESCRIPTION OF PLAN (CONTINUED) 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 an allocation of administrative expenses not covered by the Company. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account. Vesting Participants are 100% vested in their contributions and participant earnings, if any, thereon. Company contributions and earnings thereon become vested to the participant as follows:
YEARS OF VESTING SERVICE IN PLAN PERCENTAGE VESTED ------------------------------------------------------------------ Less than 1 0% 1 but less than 2 33 2 but less than 3 66 3 or more 100
Notwithstanding the preceding schedule, Company contributions will become 100% vested upon death, total disability from performing normal duties or termination of employment when eligible to retire under the provisions of a qualified Company pension plan. That portion of the participants' Company contribution accounts which is not vested at the time of termination of employment is forfeited. Amounts forfeited are applied to subsequent Company contributions under the Plan. Forfeitures are restored within 30 days of reemployment once certain conditions are met. 5 9 Autoliv ASP, Inc. Employee Savings and Investment Plan Notes to Financial Statements (continued) 1. DESCRIPTION OF PLAN (CONTINUED) Participant Loans Active participants may obtain loans from the Plan. The maximum loan amount is subject to certain Internal Revenue Service and Plan restrictions, and each loan is secured by the participant's account balance. Loan terms range from 1 to 5 years or up to 10 years for the purchase of a primary residence. The interest rate on loans is the Trustee's prime rate, plus 1%. Loan interest rates are reviewed monthly and adjusted prospectively. Payment of Benefits On termination of service, a participant may receive a lump-sum amount equal to the vested value of his or her account, or upon death, disability or retirement, elect to receive annual installments over a ten-year period. Administrative Expenses The majority of administrative and general expenses of the Plan are paid by the Company. Plan Termination Although it has not expressed any intent to do so, the Company has the right to terminate, amend, modify or suspend the Plan at any time. In the event the Plan is terminated, the entire value of the investment funds shall be applied for the exclusive benefit of participants, and no part of the funds will revert to the Company. Upon termination of the Plan, the Company will have no obligation to continue making contributions to the Plan, and the Company contribution account for each participant will become 100% vested and nonforfeitable. 2. SIGNIFICANT ACCOUNTING POLICIES Basis of Accounting The financial statements have been prepared on the accrual basis of accounting. 6 10 Autoliv ASP, Inc. Employee Savings and Investment Plan Notes to Financial Statements (continued) 2. SIGNIFICANT ACCOUNTING POLICIES Investment Valuation and Income Recognition All of the Plan investments are held by the Autoliv ASP, Inc. Master Savings Trust (the Trust). The Plan represents 100% of the total assets of the Trust for both 2000 and 1999. In 1999, all of the assets of a plan formerly sponsored by a wholly-owned subsidiary of the Company were transferred into the Plan. The Trust invests the assets of the employee savings plan of the Company. The Northern Trust Company is the trustee of the Trust and custodian of the Autoliv Inc. stock fund. State Street Global Advisors is the Plan's record keeper. Investments in common stock and mutual funds are recorded at fair value as determined by quoted prices in active markets. Pooled separate accounts are recorded at fair value as determined by independent pricing services based on the current market values of the underlying assets. Short-term investment fund units are purchased daily for any uninvested cash held in the Trust. These units are valued at par, which is equal to the redemption value. Participant loans are valued at their outstanding balances, which approximate fair value. Investment Valuation and Income Recognition (continued) 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. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires the Plan's management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. 7 11 Autoliv ASP, Inc. Employee Savings and Investment Plan Notes to Financial Statements (continued) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Reclassifications Certain reclassifications have been made to the 1999 financial statements to conform with the 2000 presentation. 3. INVESTMENTS During 2000, the Plan's investments (including investments purchased, sold as well as held during the year) appreciated (depreciated) in value as follows:
NET REALIZED AND UNREALIZED APPRECIATION (DEPRECIATION) IN FAIR VALUE DURING THE YEAR --------------- DECEMBER 31, 2000 Fair value as determined by quoted market prices: Common stocks: Autoliv, Inc. $ (9,122,667) Mutual Funds (5,070,501) Fair value as determined by independent pricing services: Pooled separate accounts 1,278,399 Fair value determined to be redemption value: Short-term investment fund (102,366) ------------ $(13,017,135) ============
8 12 Autoliv ASP, Inc. Employee Savings and Investment Plan Notes to Financial Statements (continued) 3. INVESTMENTS (CONTINUED) Investments that represent 5% or more of the fair value of the Plan's net assets are as follows:
DECEMBER 31 2000 1999 ---------------------------- MFO Autoliv Fixed Return Fund $35,465,205 $38,050,631 MFO BT Pyramid EQTY Index Fund 47,024,410 46,831,744 MFO BT Pyramid Russell EQTY 7,870,724 -- Autoliv, Inc. Stock Fund 12,404,189 16,198,303 Participant Loans 9,114,742 8,662,987
4. INCOME TAX STATUS The Plan has received a determination letter from the Internal Revenue Service dated August 4, 1995 stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the "Code") and, therefore, the related trust is exempt from taxation. Subsequent to the issuance of the determination letter, the Plan was amended. 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 that the Plan, as amended, is qualified and the related trust is tax exempt. 5. RELATED PARTY TRANSACTIONS During 2000, the Plan received dividends from the Company of $819,674. Purchases of Autoliv, Inc. common stock amounted to $2,842,145 and sales of Autoliv, Inc. common stock were $1,256,766 in 2000. 9 13 Supplemental Schedule 14 Autoliv ASP, Inc. Employee Savings and Investment Plan Schedule H, Line 4i - Schedule of Assets Held at End of Year EIN 36-3640053, Plan 036 December 31, 2000
DESCRIPTION OF INVESTMENTS, INCLUDING MATURITY DATE, IDENTITY OF ISSUE, BORROWER, LESSOR RATE OF INTEREST, PAR OR CURRENT OR SIMILAR PARTY MATURITY VALUE VALUE -------------------------------------------------------------------------------- POOLED SEPARATE ACCOUNTS Autoliv ASP, Inc. Pre-Mixed Fund A $1,628,216 Autoliv ASP, Inc. Pre-Mixed Fund B 2,743,205 Autoliv ASP, Inc. Pre-Mixed Fund C 5,593,257 ------------ 9,964,678 MUTUAL FUNDS MFO Autoliv Fixed Return Fund 2,735,409 shares 35,465,205 MFO BT Pyramid EQTY Index Fund 4,901,563 shares 47,024,410 MFO Bankers TR Daily INTL EAFE Fund 326,219 shares 2,966,431 MFO BT Pyramid Russell 2000 EQTY 803,859 shares 7,870,724 ------------ 93,326,770 * Autoliv, Inc. Common Stock 778,249 shares 12,404,189 USD Short Term Investment Fund 131,696 shares 131,696 * Participant Loans Interest rates ranging from 6.8% to 14.2%, maturing through October 2010 9,114,742 ------------ $124,942,075 ============
* Party-in-interest to the Plan 10 15 SIGNATURES 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 the annual report to be signed on its behalf by the undersigned hereunto duly authorized. AUTOLIV ASP, INC. EMPLOYEE SAVINGS AND INVESTMENT PLAN ------------------------------------ (Name of Plan) Date 6/28/01 By /s/ HANS BIORCK --------------- --------------------------------- (Signature) VICE PRESIDENT AND CHIEF FINANCIAL OFFICER 16 Exhibit Index
Exhibit No. Description ----------- ----------- Exhibit 23 Consent of Independent Auditors