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
AUTOLIV ASP, INC. EMPLOYEE SAVINGS AND INVESTMENT PLAN
Audited Financial Statements and Schedule
As of December 31, 2001 and 2000 and for the year ended
December 31, 2001
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Audited Financial Statements and Schedule
December 31, 2001 and 2000 and the Year ended December 31, 2001
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 H, Line 4i -- Schedule of Assets (Held at End of Year)...............10
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,
2001 and 2000, and the related statement of changes in net assets available for
benefits for the year ended December 31, 2001. 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 Plan at
December 31, 2001 and 2000, and the changes in its net assets available for
benefits for the year ended December 31, 2001, 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, 2001, 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 2001 financial statements and, in our
opinion, is fairly stated in all material respects in relation to the financial
statements taken as a whole.
June 5, 2002
1
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Statements of Net Assets Available for Benefits
DECEMBER 31
2001 2000
------------ ------------
ASSETS
Investments $151,854,864 $124,942,075
Contribution receivable 354,661 491,840
Accrued interest receivable 129,357 166,163
------------ ------------
Net assets available for benefits $152,338,882 $125,600,078
============ ============
2
See accompanying notes.
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Statement of Changes in Net Assets Available for Benefits
Year ended December 31, 2001
ADDITIONS
Investment income:
Net depreciation in fair value of investments $ (1,595,784)
Interest income 2,114,951
Dividend income 813,721
-------------
1,332,888
Contributions:
Participants 12,861,134
Employer 4,027,343
Rollover contributions by participants 503,169
Transfer of assets from Autoliv OEA 401(k) Plan 21,850,241
-------------
39,241,887
-------------
Total additions 40,574,775
DEDUCTIONS
Withdrawals by participants (13,835,971)
-------------
Net increase 26,738,804
Net assets available for benefits:
Beginning of year 125,600,078
-------------
End of year $ 152,338,882
=============
See accompanying notes.
3
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements
December 31, 2001
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 Plan document 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 IRC section 401(a) and 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
eligible participants upon date of hire, without satisfying any age or service
requirements.
In 2001, all of the assets of a plan formerly sponsored by a wholly-owned
subsidiary of the Company were transferred into the Plan.
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 ten 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
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
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. Principle and interest is paid
notably through payroll deductions.
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
Investment Valuation and Income Recognition
All of the Plan investments are held in trust at the Northern Trust Company. The
Northern Trust Company acts as the Plan's trustee and record keeper and is the
custodian of the Autoliv Inc. common stock fund.
6
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements (continued)
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
Investment Valuation and Income Recognition (continued)
Investments in common stock are recorded at fair value as determined by quoted
prices in active markets.
Shares of mutual funds are valued at quoted market prices, which represents the
net asset values of shares held by the Plan at year-end.
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.
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.
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
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements (continued)
3. INVESTMENTS
During 2001, the Plan's investments (including investments purchased, sold as
well as held during the year) appreciated (depreciated) in fair value
as follows:
NET REALIZED AND
UNREALIZED
APPRECIATION
(DEPRECIATION) IN
FAIR VALUE
DURING THE YEAR
-----------------
Fair value as determined by quoted market prices:
Autoliv, Inc. common stock $ 3,949,899
Mutual funds (6,459,950)
Fair value as determined by independent pricing services:
Pooled separate accounts 860,740
Fair value determined to be redemption value:
Short-term investment fund 53,527
-------------
$(1,595,784)
=============
Investments that represent 5% or more of the fair value of the Plan's net assets
are as follows:
DECEMBER 31
2001 2000
----------- -----------
MFO Autoliv Fixed Return Fund $54,171,654 $35,465,205
MFO BT Pyramid EQTY Index Fund 47,013,882 47,024,410
MFO BT Pyramid Russell 2000 EQTY 10,154,215 7,870,724
Autoliv, Inc. Common Stock 15,677,055 12,404,189
Participant Loans 8,273,424 9,114,742
8
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements (continued)
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. PARTY IN-INTEREST TRANSACTIONS
During 2001, the Plan received dividends from Autoliv, Inc. of $813,721.
Purchases of Autoliv, Inc. common stock amounted to $2,230,344 and sales of
Autoliv, Inc. common stock were $1,155,936 in 2001.
9
Supplemental Schedule
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, 2001
(c)
DESCRIPTION OF
INVESTMENTS, INCLUDING
(b) MATURITY DATE, RATE OF
IDENTITY OF ISSUE, BORROWER, LESSOR INTEREST, PAR OR (e)
(a) OR SIMILAR PARTY MATURITY VALUE CURRENT VALUE
------------------------------------- ---------------------- -------------
POOLED SEPARATE ACCOUNTS
Autoliv ASP, Inc. Pre-Mixed Fund A $ 1,800,617
Autoliv ASP, Inc. Pre-Mixed Fund B 4,344,155
Autoliv ASP, Inc. Pre-Mixed Fund C 5,349,725
------------
11,494,497
MUTUAL FUNDS
MFO Autoliv Fixed Return Fund 3,894,408 shares 54,171,654
MFO BT Pyramid EQTY Index Fund 5,555,806 shares 47,013,882
MFO Bankers TR Daily INTL EAFE Fund 412,729 shares 2,924,664
MFO BT Pyramid Russell 2000 EQTY 1,011,095 shares 10,154,215
MFB NTGI COLTV Daily Aggregate 58,962 shares 1,028,532
* MFB Northern Instl Fds Mid Cap 100,052 shares 931,718
Growth Fund
------------
116,224,665
* Autoliv, Inc. Common Stock 772,708 shares 15,677,055
USD Short Term Investment Fund 185,223 shares 185,223
* Participant Loans Interest rates ranging
from 6.0% to 11.0%,
maturing through 2011 8,273,424
------------
$151,854,864
============
* Party-in-interest to the Plan
All investments are participant directed. Accordingly, column (d) "cost" is not
applicable.
11