<PAGE> 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, 1999
[ ] 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
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Financial Statements and Schedule
Autoliv ASP, Inc. Employee Savings and Investment Plan
Years ended December 31, 1999 and 1998 with Report of Independent Auditors
<PAGE> 3
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Financial Statements and Schedule
Years ended December 31, 1999 and 1998
CONTENTS
<TABLE>
<S> <C>
Report of Independent Auditors ............................................ 1
Financial Statements
Statements of Net Assets Available for Benefits ........................... 2
Statements of Changes in Net Assets Available for Benefits ................ 3
Notes to Financial Statements ............................................. 4
Supplemental Schedule
Schedule of Assets Held for Investment Purposes at End of Year ............ 11
</TABLE>
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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,
1999 and 1998, and the related statements of changes in net assets available for
benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. 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, 1999 and 1998, and the changes in its net assets available for
benefits for the years then ended 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 for investment purposes at end of year as of December 31, 1999, 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 audits of the financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the financial statements taken as a whole.
/s/ Ernst & Young LLP
May 26, 2000
Salt Lake City, Utah
1
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Autoliv ASP, Inc.
Employee Savings and Investment Plan
Statement of Net Assets Available for Benefits
<TABLE>
<CAPTION>
DECEMBER 31
1999 1998
------------------------------
<S> <C> <C>
ASSETS
Investments:
Common stocks:
Autoliv, Inc. $ 16,198,303 $ 13,515,000
Other 61,295,243 49,484,551
------------------------------
77,493,546 62,999,551
Pooled separate accounts 40,465,595 37,359,472
Short-term investment fund 234,062 301,327
Loans to participants 8,662,987 7,459,265
------------------------------
Total investments 126,856,190 108,119,615
Accrued interest receivable 134,410 38,324
------------------------------
Total assets 126,990,600 108,157,939
LIABILITIES
Distributions payable -- 122,872
Loans payable -- 169,659
------------------------------
Net assets available for benefits $126,990,600 $107,865,408
==============================
</TABLE>
See accompanying notes.
2
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Autoliv ASP, Inc.
Employee Savings and Investment Plan
Statements of Changes in Net Assets Available for Benefits
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31
1999 1998
---------------------------------
<S> <C> <C>
CONTRIBUTIONS AND INVESTMENT INCOME
Contributions by Autoliv, Inc. $ 3,885,904 $ 3,663,314
Contributions by participants 10,845,480 9,997,549
Rollover contributions by participants 893,930 1,102,427
Dividend income 689,399 618,706
Interest income 3,702,056 2,425,836
---------------------------------
Total contributions and investment income 20,016,769 17,807,832
Net realized and unrealized appreciation in fair value of
investments 5,335,404 10,751,531
Withdrawals by participants (8,558,522) (8,816,533)
Transfer of assets from another plan 2,331,541 --
---------------------------------
Net increase 19,125,192 19,742,830
Net assets available for benefits at beginning of period 107,865,408 88,122,578
---------------------------------
Net assets available for benefits at end of period $ 126,990,600 $ 107,865,408
=================================
</TABLE>
See accompanying notes.
3
<PAGE> 7
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements
December 31, 1999
1. DESCRIPTION OF PLAN
The following description of the Autoliv ASP, Inc. Employee Savings and
Investment 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.
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.
4
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Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements (continued)
1. DESCRIPTION OF PLAN (CONTINUED)
VESTING
Participants are 100% vested in their contributions together with earnings, if
any, thereon, Company contributions and earnings thereon become vested as
follows:
<TABLE>
<CAPTION>
YEARS OF VESTING SERVICE IN PLAN PERCENTAGE VESTED
------------------------------------------------------------
<S> <C>
Less than 1 0%
1 but less than 2 33
2 but less than 3 66
3 or more 100
</TABLE>
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.
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.
5
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Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements (continued)
DESCRIPTION OF PLAN (CONTINUED)
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.
PLAN TERMINATION
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.
INVESTMENT VALUATION AND INCOME RECOGNITION
All of the Plan investments are held by the Autoliv ASP, Inc. Master Savings
Trust (the Trust). 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 ASP, Inc.
stock fund. The State Street Global Advisors is the Plan's record keeper.
Investments in common stock 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.
6
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Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements (continued)
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
INVESTMENT VALUATION AND INCOME RECOGNITION (CONTINUED)
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 redemption
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.
ADMINISTRATIVE EXPENSES
The majority of administrative and general expenses of the Plan are paid by the
Company.
ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires the plan administrator to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
RECLASSIFICATIONS
Certain amounts in the 1998 financial statements have been reclassified to
conform with the 1999 presentation.
7
<PAGE> 11
Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements (continued)
3. INVESTMENTS
During 1999 and 1998, the Plan's investments (including investments purchased,
sold as well as held during the year) appreciated (depreciated) in value as
follows:
<TABLE>
<CAPTION>
NET REALIZED
AND UNREALIZED
APPRECIATION
(DEPRECIATION)
IN FAIR VALUE
DURING THE PERIOD FAIR VALUE
---------------------------------
<S> <C> <C>
DECEMBER 31, 1999
Fair value as determined by quoted market prices:
Common stocks:
Autoliv, Inc. $ (2,722,953) $ 16,198,303
Other 9,687,680 61,295,243
Fair value as determined by independent pricing services:
Pooled separate accounts (1,562,058) 40,465,595
Fair value determined to be redemption value:
Short-term investment fund (67,265) 234,062
Estimated fair values:
Loans to participants -- 8,662,987
---------------------------------
$ 5,335,404 $ 126,856,190
=================================
DECEMBER 31, 1998
Fair value as determined by quoted market prices:
Common stocks:
Autoliv, Inc. $ 2,003,561 $ 13,515,000
Other 8,247,558 49,484,551
Fair value as determined by independent pricing services:
Pooled separate accounts 486,059 37,359,472
Fair value determined to be redemption value:
Short-term investment fund 14,353 301,327
Estimated fair values:
Loans to participants -- 7,459,265
---------------------------------
$ 10,751,531 $ 108,119,615
=================================
</TABLE>
8
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Autoliv ASP, Inc.
Employee Savings and Investment Plan
Notes to Financial Statements (continued)
3. INVESTMENTS (CONTINUED)
Investments that represent 5% or more of fair value of the Plan's net assets are
as follows:
<TABLE>
<CAPTION>
DECEMBER 31
1999 1998
-----------------------------------
<S> <C> <C>
Fixed Return Fund $38,050,631 $35,340,655
Large Company Equity Index Fund 46,831,744 37,428,280
Autoliv, Inc. Stock Fund 16,198,303 13,515,000
Loan Fund 8,662,987 7,459,265
</TABLE>
4. FEDERAL INCOME TAXES
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. 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 is qualified and
the related trust is tax exempt.
5. RELATED PARTY TRANSACTIONS
During 1999 and 1998, the Plan received dividends from the Company of $689,399
and $618,706, respectively. Purchases of Autoliv, Inc. common stock amounted to
$2,816,764 in 1999 and $3,421,876 in 1998. Sales of Autoliv, Inc. common stock
were $946,560 in 1999 and $1,066,201 in 1998.
9
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SUPPLEMENTAL SCHEDULE
10
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Autoliv ASP, Inc. Employee Savings and Investment Plan
Schedule H, Line 4i - Schedule of Assets Held for Investment Purposes at
End of Year
EIN 36-3640053 Plan 036
December 31, 1999
<TABLE>
<CAPTION>
DESCRIPTION OF INVESTMENTS,
INCLUDING MATURITY DATE,
IDENTITY OF ISSUE, BORROWER, LESSOR RATE OF INTEREST, PAR OR CURRENT
OR SIMILAR PARTY MATURITY VALUE VALUE
-------------------------------------------------------------------------------------
<S> <C> <C>
MFO Autoliv Fixed Return Fund 3,226,966 shares $ 38,050,631
Autoliv ASP, Inc. Pre-Mixed fund C 1,302,571
Autoliv ASP, Inc. Pre-Mixed Fund B 2,207,239
Autoliv ASP, Inc. Pre-Mixed fund C 5,246,155
MFO BT Pyramid EQTY Index Fund 13,229 shares 46,831,744
MFO Bankers TR Daily INTL EAFE Fund 13,741 shares 2,475,658
MFO BT Pyramid Russell 2000 EQTY 10,484 shares 5,646,840
* Autoliv, Inc. Common Stock 553,122 shares 16,198,303
USD short term investment fund 234,062 shares 234,062
* Participant Loans Interest rates ranging
from 6.8% to 14.2%, maturing
through July 2009 8,662,987
------------
$126,856,190
============
</TABLE>
* Party-in-interest to the Plan
11
<PAGE> 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 6/28/00 By /s/ HANS BIORCK
--------------- ---------------------------------
(Signature)
VICE PRESIDENT AND
CHIEF FINANCIAL OFFICER
