=============================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
ANNUAL REPORT PURSUANT TO SECTION 13 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended January 1, 1995 Commission file number: 1-3215
JOHNSON & JOHNSON
(Exact name of registrant as specified in its charter)
New Jersey 22-1024240
(State of (I.R.S. Employer
Incorporation) Identification No.)
One Johnson & Johnson Plaza
New Brunswick, New Jersey 08933
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (908) 524-0400
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT
Name of each exchange on
Title of each class which registered
------------------- -------------------------
Common Stock, Par Value $1.00 New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes /X/ No / /
The aggregate market value of the voting stock held by non-affiliates of
the registrant on February 28, 1995 was approximately $36.0 billion.
On February 28, 1995 there were 643,101,424 shares of Common Stock
outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Parts I and II: Portions of registrant's annual report to stockholders
for fiscal year 1994.
Part III: Portions of registrant's proxy statement for its 1995
annual meeting of stockholders.
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. /X/
=============================================================================
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
Date: June 27, 1995 JOHNSON & JOHNSON
------------------------------------------
(Registrant)
By /s/ R. S. Larsen
------------------------------------------
R. S. Larsen, Chairman, Board of Directors
and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been duly signed by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
Signature Title Date
--------- ----- ----
/s/ R. S. Larsen Chairman,
- ----------------------------- Board of Directors and
R. S. Larsen Chief Executive
Officer, and Director
(Principal
Executive Officer) June 20, 1995
/s/ C. H. Johnson Vice President-Finance
- ----------------------------- and Director
C. H. Johnson (Principal Financial
Officer) June 20, 1995
/s/ J. H. Heisen Controller June 20, 1995
- -----------------------------
J. H. Heisen
/s/ J. W. Black Director June 22, 1995
- -----------------------------
J. W. Black
/s/ G. N. Burrow Director June 27, 1995
- -----------------------------
G. N. Burrow
/s/ J. G. Cooney Director June 21, 1995
- -----------------------------
J. G. Cooney
1
<PAGE>
Signature Title Date
--------- ----- ----
/s/ P. M. Hawley Director June 21, 1995
- -----------------------------
P. M. Hawley
Director June , 1995
- -----------------------------
A. D. Jordan
/s/ A. G. Langbo Director June 22, 1995
- -----------------------------
A. G. Langbo
/s/ J. S. Mayo Director June 21, 1995
- -----------------------------
J. S. Mayo
/s/ T. S. Murphy Director June 21, 1995
- -----------------------------
T. S. Murphy
/s/ P. J. Rizzo Director June 23, 1995
- -----------------------------
P. J. Rizzo
/s/ M. F. Singer Director June 22, 1995
- -----------------------------
M. F. Singer
Director June , 1995
- -----------------------------
R. B. Smith
/s/ R. N. Wilson Director June 20, 1995
- -----------------------------
R. N. Wilson
2
<PAGE>
EXHIBIT INDEX
Reg. S-K
Exhibit Table Description
Item No. of Exhibit
- ------------- -----------
3(a) Certificate of Amendment to the Restated Certificate of
Incorporation of the Company and Restated Certificate of
Incorporation, dated May 20, 1992 -- Incorporated herein
by reference to Exhibit 3(a) of the Registrant's Form 10-K
Annual Report for the year ended January 3, 1993.
3(b) By-Laws of the Company, as amended April 26, 1990 --
Incorporated herein by reference to Exhibit 3(b) of the
Registrant's Form 10-K Annual Report for the year ended
January 3, 1993.
10(a) 1991 Stock Option Plan -- Incorporated by reference to
Registration Statement No. 33-40294, Exhibit 4(a).*
10(b) 1986 Stock Option Plan (as amended) -- Incorporated herein
by reference to Exhibit 10(b) of the Registrant's Form
10-K Annual Report for the year ended January 3, 1993.*
10(c) 1980 Stock Option Plan (as amended) -- Incorporated herein
by reference to Exhibit 10(d) of the Registrant's Form
10-K Annual Report for the year ended January 3, 1993.
10(d) 1991 Stock Compensation Plan -- Incorporated herein by
reference to Exhibit 10(e) of the Registrant's Form 10-K
Annual Report for the year ended January 3, 1993.*
10(e) Domestic Deferred Compensation Plan -- Incorporated herein
by reference to Exhibit 10(g) of the Registrant's Form 10-K
Annual Report for the year ended January 3, 1993.*
10(f) Supplemental Retirement Plan -- Incorporated herein by
reference to Exhibit 10(h) of the Registrant's Form 10-K
Annual Report for the year ended January 3, 1993.*
10(g) Executive Life Insurance Plan -- Incorporated herein by
reference to Exhibit 10(i) of the Registrant's Form 10-K
Annual Report for the year ended January 3, 1993.*
3
<PAGE>
11 -Calculation of Earnings Per Share -- Previously filed.
12 -Statement of Computation of Ratio of Earnings to Fixed
Charges -- Previously filed.
13 -Annual report to stockholders for fiscal year 1994 (only
those portions incorporated by reference in this document
are deemed "filed") -- Previously filed.
21 -Subsidiaries -- Previously filed.
27 -Financial Data Schedule for Year Ending January 1, 1995 --
Previously Filed.
28(a) -Form 11-K for the Johnson & Johnson Savings Plan -- Filed
with this document.
28(b) -Form 11-K for the Johnson & Johnson Retirement Savings
Plan -- Filed with this document.
28(c) -Form 11-K for the Johnson & Johnson Savings Plan for
Union Represented Employees -- Filed with this document.
- ---------------
* Management contracts and compensatory plans and arrangements required to
be filed as Exhibits to this form pursuant to Item 14(c) of the report.
A copy of any of the Exhibits listed above will be provided without charge
to any stockholder submitting a written request specifying the desired
exhibit(s) to the Secretary at the principal executive offices of the Company.
4
Exhibit 28(a)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
------------------------------
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the Fiscal Year Ended January 1, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission File Number 1-3215
------------------------------
JOHNSON & JOHNSON
SAVINGS PLAN
(Full title of the Plan)
JOHNSON & JOHNSON
ONE JOHNSON & JOHNSON PLAZA
NEW BRUNSWICK, NEW JERSEY 08933
(Name of issuer of the securities held pursuant to the Plan
and the address of its principal executive office)
<PAGE>
Item 4. Financial Statements and Exhibits
Report of Independent Accountants
Financial Statements:
Balance Sheets as of December 31, 1994 and 1993
Statements of Operations and Changes in Plan Equity
for the years ended December 31, 1994 and 1993
Notes to Financial Statements
Supplemental Schedules:
Schedule of Investments at December 31, 1994
Schedule of 5% Reportable Transactions for the year ended
December 31, 1994
Schedule of Non-exempt Transactions for the year
ended December 31, 1994
Consent of Coopers & Lybrand L.L.P., dated June 26, 1995
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
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
JOHNSON & JOHNSON SAVINGS PLAN
By: /s/ C. H. Johnson
---------------------
C. H. Johnson
Chairman, Pension Committee
June 28, 1995
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
-----------
FINANCIAL STATEMENTS AND
SUPPLEMENTAL SCHEDULES
as of and for the years ended
December 31, 1994 and 1993
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
INDEX
Report of Independent Accountants 2
Financial Statements:
Balance Sheets as of December 31, 1994 and 1993 3-4
Statements of Operations and Changes in Plan Equity for the
years ended December 31, 1994 and 1993 5-6
Notes to Financial Statements 7-15
Supplemental Schedules:
Schedule of Investments at December 31, 1994 16-17
Schedule of 5% Reportable Transactions for the year
ended December 31, 1994 18
Schedule of Nonexempt Transactions for the year
ended December 31, 1994 19
1
<PAGE>
Coopers & Lybrand L.L.P. Letterhead
REPORT OF INDEPENDENT ACCOUNTANTS
To the Pension Committee of
Johnson & Johnson Savings Plan
We have audited the accompanying balance sheets of the Johnson & Johnson Savings
Plan as of December 31, 1994 and 1993, and the related statements of operations
and changes in plan equity for the years then ended. These financial statements
are the responsibility of the Savings 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 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 audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Johnson & Johnson Savings
Plan as of December 31, 1994 and 1993 and the results of its operations and
changes in plan equity for the years then ended, 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 as listed in
the accompanying index on page 1 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. The fund information in the balance sheets and the related
statements of operations and changes in plan equity is presented for purposes of
additional analysis rather than to present the balance sheets and statements of
operations and changes in plan equity for each fund. The supplemental schedules
and Fund Information 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.
COOPERS & LYBRAND L.L.P.
Parsippany, New Jersey
May 19, 1995
<PAGE>
<TABLE>
<CAPTION>
JOHNSON & JOHNSON SAVINGS PLAN
BALANCE SHEET
As of December 31, 1994
PARTICIPANT DIRECTED
--------------------------------------------------------------------------------------
Fixed Intermediate Diversified
USGS Fund Interest Fund Bond Fund Balanced Fund J&J Stock Fund Equity Fund
--------- ------------- ------------ ------------- -------------- -----------
ASSETS:
- -------
<S> <C> <C> <C> <C> <C> <C>
Deposits in Group Annuity Contracts (Note 2) $599,862,654
Investments at Fair Value (Notes 2 and 5) $6,631,788 $6,805,573 $29,969,371 $250,860,430 $180,091,860
Accrued Dividends and Interest Receivable 30,486 3,391,259 11,617
Due from Johnson & Johnson
Assets Designated for Transfer (Note 2)
Hardship Loans to Participants
---------- ------------ ---------- ----------- ------------ ------------
Total Assets $6,662,274 $603,253,913 $6,805,573 $29,969,371 $250,872,047 $180,091,860
========== ============ ========== =========== ============ ============
LIABILITIES AND PLAN EQUITY
- ---------------------------
Accrued Expenses 1,203 116,427 1,402 5,611 40,479 136,012
Long-Term Note Payable to J&J
Plan Equity 6,661,071 603,137,486 6,804,171 29,963,760 250,831,568 179,955,848
---------- ------------ ---------- ----------- ------------ ------------
Total Liabilities and Plan Equity $6,662,274 $603,253,913 $6,805,573 $29,969,371 $250,872,047 $180,091,860
========== ============ ========== =========== ============ ============
</TABLE>
<TABLE>
<CAPTION>
Employee Stock Ownership
Plan Trust Fund
------------------------ Total
Loan Fund Allocated Unallocated Savings Plan
--------- --------- ----------- ------------
ASSETS:
- -------
<S> <C> <C> <C> <C>
Deposits in Group Annuity Contracts (Note 2) $ 599,862,654
Investments at Fair Value (Notes 2 and 5) $41,974,606 $129,183,514 645,517,142
Accrued Dividends and Interest Receivable 14,790 3,448,152
Due from Johnson & Johnson 12,758,497 12,758,497
Assets Designated for Transfer (Note 2) 16,346,459 (16,346,459)
Hardship Loans to Participants $2,466,395 2,466,395
---------- ---------- ------------ --------------
Total Assets $2,466,395 $58,321,065 $125,610,342 $1,264,052,840
========== =========== ============ ==============
LIABILITIES AND PLAN EQUITY
- ---------------------------
Accrued Expenses 7,489,581 7,790,715
Long-Term Note Payable to J&J 82,417,792 82,417,792
Plan Equity $2,466,395 58,321,065 35,702,969 1,173,844,333
---------- ----------- ------------ --------------
Total Liabilities and Plan Equity $2,466,395 $58,321,065 $125,610,342 $1,264,052,840
========== =========== ============ ==============
</TABLE>
See Notes to Financial Statements
3
<PAGE>
<TABLE>
<CAPTION>
JOHNSON & JOHNSON SAVINGS PLAN
BALANCE SHEET
As of December 31, 1993
PARTICIPANT DIRECTED
--------------------------------------------------------------------------------------
Fixed Intermediate Diversified
USGS Fund Interest Fund Bond Fund Balanced Fund J&J Stock Fund Equity Fund
--------- ------------- ---------- ------------- -------------- -----------
ASSETS:
- -------
<S> <C> <C> <C> <C> <C> <C>
Deposits in Group Annuity Contracts (Note 2) $557,413,090
Investments at Fair Value (Notes 2 and 5) $4,440,995 $6,767,467 $19,064,456 $188,148,492 $162,431,860
Accrued Dividends and Interest Receivable 11,829 3,595,288 2,858
Due from Johnson & Johnson
Assets Designated for Transfer (Note 2)
Hardship Loans to Participants
---------- ------------ ---------- ----------- ------------ -----------
Total Assets $4,452,824 $561,008,378 $6,767,467 $19,064,456 $188,151,350 $162,431,860
========== ============ ========== =========== ============ ============
LIABILITIES AND PLAN EQUITY
- ---------------------------
Amounts Payable to Plan Participants $ 54,046 $ 1,748,539 $ 4,670 $ 50,574 $ 576,476 $ 270,576
Accrued Expenses 573 69,147 803 2,065 22,706 132,805
Long-Term Note Payable to J&J
Plan Equity 4,398,205 559,190,692 6,761,994 19,011,817 187,552,168 162,028,479
---------- ------------ ---------- ----------- ------------ ------------
Total Liabilities and Plan Equity $4,452,824 $561,008,378 $6,767,467 $19,064,456 $188,151,350 $162,431,860
========== ============ ========== =========== ============ ============
</TABLE>
<TABLE>
<CAPTION>
Employee Stock Ownership
Plan Trust Fund
------------------------ Total
Loan Fund Allocated Unallocated Savings Plan
--------- --------- ----------- ------------
ASSETS:
- -------
<S> <C> <C> <C> <C>
Deposits in Group Annuity Contracts (Note 2) $ 557,413,090
Investments at Fair Value (Notes 2 and 5) $24,615,553 $117,164,834 522,633,657
Accrued Dividends and Interest Receivable 7,990 3,617,965
Due from Johnson & Johnson 9,765,631 9,765,631
Assets Designated for Transfer (Note 2) 11,223,085 (11,223,085)
Hardship Loans to Participants $1,873,192 1,873,192
---------- ----------- ------------ --------------
Total Assets $1,873,192 $35,838,638 $115,715,370 $1,095,303,535
========== =========== ============ ==============
LIABILITIES AND PLAN EQUITY
- ---------------------------
Amounts Payable to Plan Participants $ 79,882 $ 2,784,763
Accrued Expenses $ 6,927,480 7,155,579
Long-Term Note Payable to J&J 88,816,034 88,816,034
Plan Equity $1,873,192 35,758,756 19,971,856 996,547,159
---------- ----------- ------------ --------------
Total Liabilities and Plan Equity $1,873,192 $35,838,638 $115,715,370 $1,095,303,535
========== =========== ============ ==============
</TABLE>
See Notes to Financial Statements
4
<PAGE>
<TABLE>
<CAPTION>
JOHNSON & JOHNSON SAVINGS PLAN
STATEMENT OF OPERATIONS AND CHANGES IN PLAN EQUITY
For The Year Ended December 31, 1994
PARTICIPANT DIRECTED
--------------------------------------------------------------------------------------
Fixed Intermediate Diversified
USGS Fund Interest Fund Bond Fund Balanced Fund J&J Stock Fund Equity Fund
--------- ------------- --------- ------------- -------------- -----------
<S> <C> <C> <C> <C> <C> <C>
Employee Contributions (Note 3) $ 899,843 $ 31,516,620 $1,443,626 $ 4,488,971 $ 18,576,591 $ 17,195,424
Employer Contributions (Note 3) 315,948 11,150,083 462,649 1,433,862 6,628,289 5,934,092
Interest 240,656 38,696,394 499,461 859,981 43,863
Dividends 4,830,192 3,870,030
---------- ------------ ---------- ----------- ------------ ------------
1,456,447 81,363,097 2,405,736 6,782,814 30,078,935 26,999,546
Additions to (Deductions From) Plan Equity:
- -------------------------------------------
Payments to Participants (145,660) (30,026,840) (278,911) (786,170) (10,629,956) (8,796,052)
Change in Unrealized Net Appreciation
of Investments (633,568) (2,046,011) 40,832,354 (8,487,322)
Realized Net Gain on Sale of Investments (73,270) 1,541,927 3,710,609 6,804,698
Interest Expense
Administrative Expenses (6,630) (667,689) (26,276) (160,166) (221,977) (666,601)
Assets Transferred 958,709 (6,721,774) (1,351,534) 5,619,549 (490,565) 2,073,100
---------- ------------- ----------- ----------- ------------ ------------
2,262,866 43,946,794 42,177 10,951,943 63,279,400 17,927,369
Plan Equity, Beginning of Period 4,398,205 559,190,692 6,761,994 19,011,817 187,552,168 162,028,479
---------- ------------- ----------- ----------- ------------ ------------
Plan Equity, End of Period $6,661,071 $603,137,486 $6,804,171 $29,963,760 $250,831,568 $179,955,848
========== ============ ========== =========== ============ ============
</TABLE>
<TABLE>
<CAPTION>
Employee Stock Ownership
Plan Trust Fund
-------------------------- Total
Loan Fund Allocated Unallocated Savings Plan
--------- ------------- ----------- -------------
<S> <C> <C> <C> <C>
Employee Contributions (Note 3) $ 74,121,075
Employer Contributions (Note 3) $14,216,361 40,141,284
Interest $ 130,104 $ 83,388 40,553,847
Dividends 1,062,717 2,399,336 12,162,275
---------- ----------- ----------- --------------
130,104 15,279,078 2,482,724 166,978,481
Additions to (Deductions From) Plan Equity:
- -------------------------------------------
Payments to Participants 463,099 (1,475,869) (51,676,359)
Change in Unrealized Net Appreciation
of Investments 8,846,585 21,337,190 59,849,228
Realized Net Gain on Sale of Investments 466,703 12,450,667
Interest Expense (8,555,504) (8,555,504)
Administrative Expenses (1,749,339)
Assets Transferred (87,485)
---------- ----------- ----------- --------------
593,203 22,562,309 15,731,113 177,297,174
Plan Equity, Beginning of Period 1,873,192 35,758,756 19,971,856 996,547,159
---------- ----------- ----------- --------------
Plan Equity, End of Period $2,466,395 $58,321,065 $35,702,969 $1,173,844,333
========== =========== =========== ==============
</TABLE>
See Notes to Financial Statements
5
<PAGE>
<TABLE>
<CAPTION>
JOHNSON & JOHNSON SAVINGS PLAN
STATEMENT OF OPERATIONS AND CHANGES IN PLAN EQUITY
For The Year Ended December 31, 1993
PARTICIPANT DIRECTED
---------------------------------------------------------------------------------------
Fixed Intermediate Diversified
USGS Fund Interest Fund Bond Fund Balanced Fund J&J Stock Fund Equity Fund
--------- ------------- ------------ ------------- -------------- ------------
<S> <C> <C> <C> <C> <C> <C>
Employee Contributions (Note 3) $ 869,134 $ 36,652,791 $ 279,417 $ 816,487 $ 21,973,722 $ 15,889,454
Employer Contributions (Note 3) 279,246 13,110,862 102,220 273,897 7,725,789 5,583,800
Interest 128,550 40,429,864 97,287 167,854 39,149
Dividends 3,999,290 2,901,208
---------- ------------ ---------- ----------- ------------ ------------
1,276,930 90,193,517 478,924 1,258,238 33,737,950 24,374,462
Additions to (Deductions From) Plan Equity:
- -------------------------------------------
Payments to Participants (324,819) (21,361,200) (5,781) (51,047) (6,443,391) (5,135,207)
Net Appreciation (Depreciation)
of Investments (44,803) 518,156 (19,423,080) 14,238,784
Interest Expense
Administrative Expenses (5,209) (683,273) (1,954) (6,032) (211,511) (621,955)
Assets Transferred 505,056 (18,121,094) 6,335,608 17,292,502 (6,719,874) 246,859
---------- ------------ ---------- ----------- ------------ ------------
1,451,958 50,027,950 6,761,994 19,011,817 940,094 33,102,943
Plan Equity, Beginning of Period 2,946,247 509,162,742 186,612,074 128,925,536
---------- ------------ ---------- ----------- ------------ ------------
Plan Equity, End of Period $4,398,205 $559,190,692 $6,761,994 $19,011,817 $187,552,168 $162,028,479
========== ============ ========== =========== ============ ============
</TABLE>
<TABLE>
<CAPTION>
Employee Stock Ownership
Plan Trust Fund
--------------------------- Total
Loan Fund Allocated Unallocated Savings Plan
---------- --------- ----------- ------------
<S> <C> <C> <C> <C>
Employee Contributions (Note 3) $ 76,481,005
Employer Contributions (Note 3) $13,172,843 40,248,657
Interest $ 121,308 $ 53,261 41,037,273
Dividends 655,010 2,468,869 10,024,377
---------- ----------- ---------- ------------
121,308 13,827,853 2,522,130 167,791,312
Additions to (Deductions From) Plan Equity:
- -------------------------------------------
Payments to Participants (74,502) (700,117) (34,096,064)
Net Appreciation (Depreciation)
of Investments (1,971,050) (15,904,825) (22,586,818)
Interest Expense (8,057,028) (8,057,028)
Administrative Expenses (1,529,934)
Assets Transferred 484,745 (23,802)
---------- ----------- ---------- ------------
531,551 11,132,884 (21,439,723) 101,521,468
Plan Equity, Beginning of Period 1,341,641 24,625,872 41,411,579 895,025,691
---------- ----------- ---------- ------------
Plan Equity, End of Period $1,873,192 $35,758,756 $19,971,856 $996,547,159
========== =========== =========== ============
</TABLE>
See Notes to Financial Statements
6
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. Organization:
-------------
The Johnson & Johnson Savings Plan (the "Plan" - a deferred contribution
plan) was established on June 1, 1982 for eligible salaried and non-union
hourly employees of Johnson & Johnson (the "Company") and certain domestic
subsidiaries. The Plan was designed to enhance the existing retirement
program of eligible employees. The funding of the Plan is made through
employee and Company contributions. The assets of the Plan are maintained
and transactions therein are executed by the trustee, Bankers Trust
Company.
Effective January 1, 1991, the Company implemented an Employee Stock
Ownership Plan ("ESOP") to supplement its existing 401(k) plan. The ESOP is
used to fund an additional 25% match of employee contributions ("ESOP
contribution").
Initial funding for the ESOP was made through an advance from Johnson &
Johnson of $100 million, which was used to purchase 3,109,600 shares of J&J
common stock on the open market. These shares are allocated to Plan
participants under a formula set forth in the note agreement.
For further information about the Plan, refer to the Plan document.
2. Summary of Significant Accounting Policies:
-------------------------------------------
Valuation of Investments:
Equity investments in the Johnson & Johnson Stock Fund and the ESOP,
administered by the Bankers Trust Company, are valued at the average of the
high and low market price on the last business day of the year. The cost of
equity investments in the Johnson & Johnson Stock Fund are recorded at the
average market price of the stock transactions for the month during which
the contribution is made.
The investments in the U.S. Government Securities, Fixed Interest, and
Diversified Equity funds represent the Plan's share of assets in the
Savings Plan Trust. The U.S. Government Securities Fund consists of
short-term obligations that are issued or guaranteed by the U.S.
Government. Investments are valued at cost which approximates the market.
Deposits in group annuity contracts in the Fixed Interest Fund are valued
at contract value, which represents contributions made under the contract,
plus interest at the contract rate. Equity investments and corporate
obligations in the Diversified Equity Fund, managed by the Capital Guardian
Trust Company are traded on a national securities exchange, and are valued
at the last reported market sales price on the last business day of the
year. Investments in the Diversified Equity Fund are purchased periodically
by the Capital Guardian Trust Company based on the prevailing market values
of the underlying investments.
Continued
7
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
2. Summary of Significant Accounting Policies, (Continued):
-------------------------------------------
On October 1, 1993, the Intermediate Bond Fund and Balanced Fund were
established as additional investment funds under the Johnson & Johnson
Savings Plan. The Intermediate Bond Fund invests in various kinds of bonds,
primarily corporate and U.S. government bonds. The Balanced Fund is
invested in a mix of stocks, bonds, and real estate. The investment in
these funds represents the Plan's share of the assets in the Johnson &
Johnson Pension Trust Fund. These investments are stated at fair value as
calculated by the trustee, Bankers Trust Company. Generally, they represent
securities traded on a national securities exchange which are valued at the
last reported sales price on the last business day of the year.
Temporary cash investments are stated at redemption value.
Transfers:
Transfers among funds, which are made at the participant's election have
been presented as assets transferred.
Net Appreciation (Depreciation) in the Value of Investments:
The Plan reflects, in the Statement of Operations and Changes in Plan
Equity for 1993, the net appreciation (depreciation) in the value of
investments, which consists of the realized gains or losses and the
unrealized appreciation (depreciation) of those investments.
Other:
Interest and dividend income is recorded as earned on the accrual basis.
Purchases and sales of investment securities are reflected on a trade-date
basis. Gains and losses on sales of investment securities are determined on
the average cost method.
All administrative expenses not paid by the Trust are paid by the Company.
Continued
8
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
3. Contributions:
--------------
Participating employees may contribute a minimum of 3% up to a maximum of
20% of their base salary in combinations of pre and post-tax
contributions. Pre-tax contributions may not exceed the smaller of 10% of
their base salary or $9,240. The Company contributes to the Plan an amount
equal to 75% of the employee directed contributions of the participants up
to a maximum of 6% of the employee's base salary.
Contributions are made to the Plan by participants through payroll
deductions and by the Company on behalf of participants. Such
contributions, with the exception of the ESOP contribution, are invested in
any of the six investment funds at the direction of the participating
employees. The 25% ESOP contribution is invested in J&J stock, except for
employees over 55 years of age who may choose the alternative investments.
ESOP shares are released from the Trust each February following the payment
of the loan (see note 8), in accordance with the ESOP Trust Agreement.
Shares released from the Trust may be more or less than shares earned by
participants.
The number of participants invested in each fund at December 31, 1994 was:
U.S. Government Securities Fund 1,323
Fixed Interest Fund 21,252
Intermediate Bond Fund 1,562
Balanced Fund 3,090
Johnson & Johnson Stock Fund 14,524
Employee Stock Ownership Plan 24,886
Diversified Equity Fund 11,995
Participants may elect to invest in more than one fund. A total of 28,409
active and former employees have investments in the Plan.
4. Benefits:
---------
The benefit to which a Plan participant is entitled is the amount provided
by contributions (Company and participant) and investment earnings thereon
(including net realized and unrealized investment gains and losses) which
have been allocated to such participant's account balance.
Continued
9
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
5. Investments:
------------
Investments held by the Plan as of December 31, 1994 are summarized as
follows:
<TABLE>
<CAPTION>
Johnson & Johnson Employee Stock Ownership
Stock Fund Plan Trust Fund Combined
-------------------------- -------------------------- ----------------------------
Fair Value Cost Fair Value Cost Fair Value Cost
----------- ------------ ---------- ---------- ------------ -------------
<S> <C> <C> <C> <C> <C> <C>
Johnson & Johnson Common Stock $249,335,686 $172,433,364 $167,817,649 $ 98,016,656 $417,153,335 $270,450,020
Temporary Cash Investments 1,524,744 1,524,744 3,340,471 3,340,471 4,865,215 4,865,215
------------ ------------ ------------ ------------ ------------ ------------
$250,860,430 $173,958,108 $171,158,120 $101,357,127 $422,018,550 $275,315,235
============ ============ ============ ============ ============ ============
The investments in the U.S. Government Securities, Fixed Interest, and the Diversified Equity Funds reflected in the
accompanying Balance Sheet represent the Plan's share of investments (approximately 99.7% of fair value) held by the
Johnson & Johnson Savings Plan Trust. Total investments held by the Trust on behalf of the Plan and the Johnson & Johnson
Savings Plan for Union Represented Employees are summarized as follows:
</TABLE>
Description Fair Value Cost
----------- ----------- ------------
USGS Fund:
U.S. Government Securities - Short Term $ 6,937,687 $ 6,937,687
Other 31,882 31,882
Fixed Interest Fund:
Deposits in Group Annuity Contracts 600,303,776 600,303,776
Other 3,393,712 3,393,712
Diversified Equity Fund:
Common Stocks 179,915,286 156,158,848
Other 2,084,151 2,084,151
------------ ------------
$792,666,494 $768,910,056
============ ============
Continued
10
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
5. Investments, (continued):
------------
The investments in the Intermediate Bond and Balanced Funds reflected in
the accompanying Balance Sheet represent the Plan's share of investments
(approximately 2.3% of fair value) held by the Johnson & Johnson Pension
Trust Fund. Total investments held by the Trust on behalf of the Plan and
the various Johnson & Johnson Pension Plans are summarized as follows:
Description Fair Value Cost
----------- ---------- -------------
U.S. Government Securities - Short Term $ 43,005,890 $ 44,424,270
Corporate Bonds & Notes - Short Term 54,780,435 57,871,641
U.S. Government Securities - Long Term 68,889,227 71,451,730
Corporate Bonds & Notes - Long Term 42,663,138 44,369,116
Common Stocks:
Johnson & Johnson 148,131,600 28,781,056
Other 990,368,098 913,164,564
Preferred Stocks 18,014,214 18,558,994
Commingled Investment Funds 169,397,674 192,152,025
Temporary Investments 52,758,185 52,727,366
Other 26,653,959 26,653,959
-------------- --------------
$1,614,662,420 $1,450,154,721
============== ==============
Investments held by the Plan as of December 31, 1993 are summarized as
follows:
<TABLE>
<CAPTION>
Johnson & Johnson Employee Stock Ownership
Stock Fund Plan Trust Fund Combined
-------------------------- -------------------------- ----------------------------
Fair Value Cost Fair Value Cost Fair Value Cost
----------- ------------ ---------- ---------- ------------ -------------
<S> <C> <C> <C> <C> <C> <C>
Johnson & Johnson Common Stock $186,610,752 $150,540,719 $138,598,498 $ 99,184,192 $325,209,250 $249,724,911
Temporary Cash Investments 1,537,740 1,537,740 3,181,889 3,181,889 4,719,629 4,719,629
------------ ------------ ------------ ------------ ------------ ------------
$188,148,492 $152,078,459 $141,780,387 $102,366,081 $329,928,879 $254,444,540
============ ============ ============ ============ ============ ============
</TABLE>
Continued
11
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
5. Investments (continued):
-----------
As of December 31, 1993, the investments in the U.S. Government Securities,
Fixed Interest, and the Diversified Equity Funds reflected in the
accompanying Balance Sheet represent the Plan's share of investments
(approximately 99.8% of fair value) held by the Johnson & Johnson Savings
Plan Trust. Total investments held by the Trust on behalf of the Plan and
the Johnson & Johnson Savings Plan for Union Represented Employees are
summarized as follows:
Description Fair Value Cost
----------- ------------ -------------
USGS Fund:
U.S. Government Securities - Short Term $ 4,591,697 $ 4,591,697
Other 12,217 12,217
Fixed Interest Fund:
Deposits in Group Annuity Contracts 557,435,789 557,435,789
Other 4,400,771 4,400,771
Diversified Equity Fund:
Common Stocks 162,400,007 130,142,451
Other 222,342 222,342
------------ ------------
$729,062,823 $696,805,267
============ ============
As of December 31, 1993, the investments in the Intermediate Bond and
Balanced Funds reflected in the accompanying Balance Sheet represent the
Plan's share of investments (approximately 1.5% of fair value) held by the
Johnson & Johnson Pension Trust Fund. Total investments held by the Trust
on behalf of the Plan and the various Johnson & Johnson Pension Plans are
summarized as follows:
Description Fair Value Cost
----------- -------------- -------------
U.S. Government Securities - Short Term $ 26,412,638 $ 26,161,925
Corporate Bonds & Notes - Short Term 66,402,479 63,527,128
U.S. Government Securities - Long Term 66,727,473 63,512,509
Corporate Bonds & Notes - Long Term 54,679,627 51,683,321
Common Stocks:
Johnson & Johnson 123,208,800 30,611,996
Other 1,143,867,737 943,912,249
Preferred Stocks 17,169,895 14,768,331
Commingled Investment Funds 149,002,519 152,035,883
Temporary Investments 52,191,156 52,105,890
Other 15,985,412 15,985,412
-------------- --------------
$1,715,647,736 $1,414,304,644
============== ==============
Continued
12
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
5. Investments, (continued):
Realized gains on investments sold and distributed during the year ended
December 31, 1994 and 1993 are summarized as follows:
<TABLE>
<CAPTION>
J&J Stock Fund Diversified Equity Fund Employee Stock Ownership Plan Fund
------------------------------------- ------------------------------------- ----------------------------------
Book Value Proceeds Gain Book Value Proceeds Gain Book Value Proceeds Gain
---------- -------- ---------- ----------- ----------- ---------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1994 $20,888,955 $24,599,564 $3,710,609 $91,590,896 $98,395,594 $6,804,698 $1,176,533 $1,643,236 $466,703
1993 17,949,720 20,584,280 2,634,560 113,835,836 125,979,617 12,143,781 512,685 673,258 160,573
</TABLE>
Intermediate Bond Fund Balanced Fund
--------------------------------- -----------------------------------
(Loss)/
Book Value Proceeds Gain Book Value Proceeds Gain
---------- ---------- -------- ----------- ----------- ----------
1994 $7,572,067 $7,498,797 ($73,270) $32,520,932 $34,062,859 $1,541,927
1993 1,800,907 1,854,467 53,560 5,556,566 5,944,173 387,607
Continued
13
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
6. Tax Status:
-----------
The Plan obtained its latest determination letter on January 17, 1986, in
which the Internal Revenue Service stated that the Plan, as then designed,
was in compliance with the applicable requirements of the Internal Revenue
Code.
7. Termination Priorities:
-----------------------
The Company has the right to terminate the Plan at any time and in the
event the Plan is terminated, subject to conditions set forth in ERISA, the
amount of each participant's account balance in the Plan is fully vested.
8. Indebtedness
------------
In connection with the formation of the Plan's ESOP feature, the Plan
borrowed $100 million from Johnson & Johnson for the purpose of purchasing
J&J common stock. The note bears interest at 9% and is payable through
February 15, 2005. Employer contributions and dividend income will be used
to repay the loan.
Aggregate maturities for the next five years are as follows:
1995 5,967,891
1996 6,167,244
1997 6,396,796
1998 6,658,750
1999 6,955,528
Thereafter 50,873,084
9. Concentrations of Credit Risk
-----------------------------
Financial instruments which potentially subject the Plan to concentrations
of credit risk consist principally of investment contracts with insurance
and other financial institutions.
The Plan places its investment contracts with high-credit quality
institutions and, by policy, limits the amount of credit exposure to any
one financial institution.
Continued
14
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
10. Reconciliation of Financial Statements to Form 5500:
----------------------------------------------------
The following is a reconciliation of Plan Equity per the financial
statements to the Form 5500:
December 31,
1994
------------
Plan Equity Per the Financial Statements $1,173,844,333
Amounts Allocated to Withdrawing Participants (4,221,472)
----------------
Plan Equity Per the Form 5500 $1,169,622,861
==============
Year Ended
December 31,
1994
------------
Benefits Paid to Participants Per the Financial
Statements $51,676,359
Add: Amounts Allocated to Withdrawing Participants
at December 31, 1994 4,221,472
Less: Amounts Allocated to Withdrawing Participants
at December 31, 1993 (2,784,763)
-----------
Benefits Paid to Participants Per the Form 5500 $53,113,068
===========
Amounts allocated to the withdrawing participants are recorded on the Form
5500 for benefit claims that have been processed and approved for payment
prior to December 31, 1994 but not yet paid as of that date.
15
<PAGE>
<TABLE>
<CAPTION>
Supplemental Schedule
---------------------
JOHNSON & JOHNSON SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENTS
AS OF DECEMBER 31, 1994
FACE AMOUNT
OR SHARES ISSUES COST FAIR VALUE
- ----------- ------ ---- ----------
<C> <S> <C> <C>
J&J STOCK FUND
--------------
Common Stock
------------
4,528,436 shs. Johnson & Johnson $172,433,364 $249,335,686
Temporary Investments
---------------------
$1,524,744 BT Pyramid Directed
Account Cash Fund 1,524,744 1,524,744
------------ ------------
Total J&J Stock Fund $173,958,108 $250,860,430
============ ============
EMPLOYEE STOCK OWNERSHIP PLAN TRUST FUND
----------------------------------------
Common Stock
------------
3,047,905 shs. Johnson & Johnson $ 98,016,656 $167,817,649
Temporary Investment
--------------------
$3,340,471 BT Pyramid Directed
Account Cash Fund 3,340,471 3,340,471
------------ ------------
Total ESOP Trust Fund $101,357,127 $171,158,120
============ ============
</TABLE>
Continued
16
<PAGE>
<TABLE>
<CAPTION>
Supplemental Schedule
---------------------
JOHNSON & JOHNSON SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENTS
AS OF DECEMBER 31, 1994
FACE AMOUNT ISSUES COST FAIR VALUE
- ----------- ------ -------- ----------
<C> <S> <C> <C>
Loan Fund
---------
$2,466,395 Loan to Participants
(Fixed Interest rate based on the prime
lending rate plus one percentage
point. The repayment period is
from one to five years.) $2,466,395 $2,466,395
---------- ----------
Total Loan Fund $2,466,395 $2,466,395
========== ==========
</TABLE>
17
<PAGE>
Supplemental Schedule
---------------------
JOHNSON & JOHNSON SAVINGS PLAN
ITEM 27d - SCHEDULE OF 5% REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
DISPOSED ACQUIRED
--------------- ------------------
SECURITY/PARTY
DESCRIPTION SALES PROCEEDS PURCHASES COSTS GAIN (LOSS)
----- -------- --------- ----- -----------
SERIES OF TRANSACTIONS:
BT Pyramid Directed
Account-Cash Fund (a) $26,439,251 (a) $26,689,687 0
(a) Custodian is unable to provide this information.
18
<PAGE>
Supplemental Schedule
---------------------
JOHNSON & JOHNSON SAVINGS PLAN
ITEM 27e - SCHEDULE OF NONEXEMPT TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
PURCHASES SALES
--------------------------- -------------------
NAME AFFILIATION COST SALES PRICE GAIN
- ---- ----------- ---- ----------- ----
Johnson & Johnson
Common Stock Plan Administrator $20,306,686 $ - $ -
19
<PAGE>
COOPERS & LYBRAND L.L.P. LETTERHEAD
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration statements of
Johnson and Johnson Savings Plan on Form S-8 (File No. 02-77153 and 33-40295) of
our report dated May 19, 1995, on our audits of the financial statements and
financial statement schedules of Johnson and Johnson Savings Plan as of December
31, 1994 and 1993, and for the years ended December 31, 1994 and 1993, which
report is included in the Form 11-K.
COOPERS & LYBRAND L.L.P.
Parsippany, New Jersey
June 26, 1995
Exhibit 28(b)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
-----------
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the Fiscal Year Ended January 1, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission File Number 1-3215
----------------------------------------------------
JOHNSON & JOHNSON
RETIREMENT SAVINGS PLAN
(Full title of the Plan)
JOHNSON & JOHNSON
ONE JOHNSON & JOHNSON PLAZA
NEW BRUNSWICK, NEW JERSEY 08933
(Name of issuer of the securities held pursuant to the Plan
and the address of its principal executive office)
<PAGE>
Item 4. Financial Statements and Exhibits
---------------------------------
Report of Independent Accountants
Financial Statements:
Balance Sheets as of December 31, 1994 and 1993
Statements of Operations and Changes in Plan Equity for the years
ended December 31, 1994 and 1993
Notes to Financial Statements
Supplemental Schedules:
Schedule of Investments at December 31, 1994
Schedule of 5% Reportable Transactions for the year ended
December 31, 1994
Schedule of Party-In-Interest Transactions for the year ended
December 31, 1994
Consent of Coopers & Lybrand L.L.P., dated June 26, 1995
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
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
By: /s/ C. H. JOHNSON
---------------------------------
C. H. Johnson
Chairman, Pension Committee
June 28, 1995
<PAGE>
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
-----------
FINANCIAL STATEMENTS AND
SUPPLEMENTAL SCHEDULES
as of and for the years ended
December 31, 1994 and 1993
<PAGE>
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
INDEX
Report of Independent Accountants 2
Financial Statements:
Balance Sheets as of December 31, 1994 and 1993 3
Statements of Operations and Changes in Plan
Equity for the years ended December 31, 1994
and 1993 4
Notes to Financial Statements 5-9
Supplemental Schedules:
Schedule of Investments at December 31, 1994 10
Schedule of 5% Reportable Transactions for
the year ended December 31, 1994 11
Schedule of Party-In-Interest Transactions for
the year ended December 31, 1994 12
1
<PAGE>
COOPERS & LYBRAND L.L.P. LETTERHEAD
REPORT OF INDEPENDENT ACCOUNTANTS
To the Pension Committee of
Johnson & Johnson Retirement Savings Plan
We have audited the accompanying balance sheets of the Johnson & Johnson
Retirement Savings Plan as of December 31, 1994 and 1993, and the related
statements of operations and changes in plan equity for the years then ended.
These financial statements are the responsibility of the Savings 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 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 audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Johnson & Johnson
Retirement Savings Plan as of December 31, 1994 and 1993 and the results of its
operations and changes in plan equity for the years then ended, 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 as listed in
the accompanying index on page 1 are presented for purposes 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. The fund information in the balance sheets and the related
statements of operations and changes in plan equity is presented for purposes of
additional analysis rather than to present the balance sheets and statements of
operations and changes in plan equity for each fund. The supplemental schedules
and Fund Information 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.
COOPERS & LYBRAND L.L.P.
Parsippany, New Jersey
May 19, 1995
<PAGE>
<TABLE>
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
BALANCE SHEETS
as of December 31, 1994 and 1993
<CAPTION>
PARTICIPANT DIRECTED
-----------------------------------------------------------------
1994
-----------------------------------------------------------------
Short-Term
Investment J&J Total
Fund Stock Fund Equity Fund Savings Plan
---------- ---------- ----------- ------------
<S> <C> <C> <C> <C>
ASSETS
- ------
Investments at Fair Value (Notes 2 and 5) $3,565,823 $15,728,253 $1,666,824 $20,960,900
Accrued Dividends and Interest Receivable 942 942
Assets Designated for Transfer (Note 2) 1,300 1,900 (3,200)
---------- ----------- ---------- -----------
Total Assets $3,567,123 $15,731,095 $1,663,624 $20,961,842
========== =========== ========== ===========
LIABILITIES AND PLAN EQUITY
- ---------------------------
Accrued Expenses $ 3,932 $ 14,382 $ 1,756 $ 20,070
Plan Equity 3,563,191 15,716,713 1,661,868 20,941,772
---------- ----------- ---------- -----------
Total Liabilities and Plan Equity $3,567,123 $15,731,095 $1,663,624 $20,961,842
========== =========== ========== ===========
<CAPTION>
PARTICIPANT DIRECTED
-----------------------------------------------------------------
1993
-----------------------------------------------------------------
Short-Term
Investment J&J Total
Fund Stock Fund Equity Fund Savings Plan
---------- ---------- ----------- ------------
<S> <C> <C> <C> <C>
ASSETS
- ------
Investments at Fair Value (Notes 2 and 5) $2,875,272 $10,361,207 $1,230,512 $14,466,991
Accrued Dividends and Interest Receivable 7,300 566 7,866
Assets Designated for Transfer (Note 2)
--------- ---------- ---------- -----------
Total Assets $2,882,572 $10,361,773 $1,230,512 $14,474,857
========== =========== ========== ===========
LIABILITIES AND PLAN EQUITY
- ---------------------------
Accrued Expenses
Plan Equity $2,882,572 $10,361,773 $1,230,512 $14,474,857
---------- ----------- ---------- -----------
Total Liabilities and Plan Equity $2,882,572 $10,361,773 $1,230,512 $14,474,857
========== =========== ========== ===========
See Notes to Financial Statements
3
</TABLE>
<PAGE>
<TABLE>
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
STATEMENTS OF OPERATIONS AND CHANGES IN PLAN EQUITY
For The Years Ended December 31, 1994 and 1993
<CAPTION>
PARTICIPANT DIRECTED
-----------------------------------------------------------------
1994
-----------------------------------------------------------------
Short-Term
Investment J&J Total
Fund Stock Fund Equity Fund Savings Plan
---------- ---------- ----------- ------------
<S> <C> <C> <C> <C>
Employee Contributions (Note 3) $1,069,280 $ 2,651,463 $ 724,681 $ 4,445,424
Employer Contributions (Note 3) 34,131 1,971,679 3,869 2,009,679
Interest Income 130,236 5,037 135,273
Dividend Income 284,206 91,069 375,275
---------- ----------- ---------- -----------
1,233,647 4,912,385 819,619 6,965,651
Payments to Participants (Note 4) (570,666) (2,277,808) (280,021) (3,128,495)
Net Appreciation (Depreciation)
of Investments 2,772,560 (87,499) 2,685,061
Administrative Expenses (10,862) (39,597) (4,843) (55,302)
Assets Transferred (Note 2) 28,500 (12,600) (15,900)
---------- ----------- --------- ----------
----------
680,619 5,354,940 431,356 6,466,915
Plan Equity, Beginning of Period 2,882,572 10,361,773 1,230,512 14,474,857
---------- ----------- --------- ----------
Plan Equity, End of Period $3,563,191 $15,716,713 $1,661,868 $20,941,772
========== =========== ========== ===========
<CAPTION>
PARTICIPANT DIRECTED
-----------------------------------------------------------------
1993
-----------------------------------------------------------------
Short-Term
Investment J&J Total
Fund Stock Fund Equity Fund Savings Plan
---------- ---------- ----------- ------------
<S> <C> <C> <C> <C>
Employee Contributions (Note 3) $ 894,996 $ 2,604,604 $ 465,026 $ 3,964,626
Employer Contributions (Note 3) 32,020 1,498,650 4,376 1,535,046
Interest Income 76,329 3,016 79,345
Dividend Income 196,957 70,191 267,148
---------- ----------- ---------- -----------
1,003,345 4,303,227 539,593 5,846,165
Payments to Participants (Note 4) (468,543) (1,500,339) (170,862) (2,139,744)
Net Appreciation (Depreciation)
of Investments (760,775) 39,340 (721,435)
Administrative Expenses
Assets Transferred (Note 2) 81,400 (118,100) 36,700
---------- ----------- ---------- -----------
616,202 1,924,013 444,771 2,984,986
Plan Equity, Beginning of Period 2,266,370 8,437,760 785,741 11,489,871
---------- ----------- ---------- -----------
Plan Equity, End of Period $2,882,572 $10,361,773 $1,230,512 $14,474,857
========== =========== ========== ===========
See Notes to Financial Statements
4
</TABLE>
<PAGE>
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. Organization:
-------------
The Johnson & Johnson Retirement Savings Plan (the "Plan"--deferred
contribution plan) was established on March 1, 1990 for eligible employees
of certain subsidiaries of Johnson & Johnson (the "Company") located in
Puerto Rico which have adopted the Plan. The Plan was designed to provide
eligible employees with an opportunity to strengthen their financial
security at retirement by providing an incentive to save and invest
regularly. The funding of the Plan is made through employee and Company
contributions. The assets of the Plan are maintained and transactions
therein are executed by the trustee, Banco Popular de Puerto Rico.
For further information about the Plan, refer to the Plan document.
2. Summary of Significant Accounting Policies:
-------------------------------------------
Valuation of Investments:
Equity investments in the Johnson & Johnson Stock Fund, administered by the
Banco Popular de Puerto Rico, are valued at the average of the high and low
market price on the last business day of the year. Equity investments in
the Equity Fund, managed by the Capital Research and Management Company,
are traded on a national securities exchange, and are valued at the last
reported market price on the last business day of the year. Temporary cash
investments are stated at redemption value.
The cost of equity investments in the Johnson & Johnson Stock Fund are
recorded at the average market price of the stock transactions for the
month during the month of purchase. Units in the Equity Fund are purchased
throughout the month at the prevailing costs on those dates.
Deposits in short-term investments in the Short-Term Investment Fund are
principally purchases of shares of the Prime Portfolio of Vanguard Money
Market Reserves, Inc. The Portfolio invests in securities which mature in
less than one year. The value of this portfolio is the market value on the
last business day of the year.
Transfers:
Transfers among funds, which are made at the participant's election have
been presented as assets transferred.
Net Appreciation (Depreciation) in the Value of Investments:
The plan reflects, in the Statement of Operations and Changes in Plan
Equity, the net appreciation (depreciation) in the value of investments,
which consists of the realized gains or losses and the unrealized
appreciation (depreciation) of those investments.
Continued
5
<PAGE>
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
2. Summary of Significant Accounting Policies, (continued):
-------------------------------------------
Other:
Interest and dividend income are recorded as earned on the accrual basis.
Purchases and sales of investment securities are reflected on a trade-date
basis. Gains and losses on sales of investment securities are determined on
the average cost method.
All administrative expenses not paid by the Trust are paid by the Company.
3. Contributions:
--------------
Participating employees may contribute a minimum of 3% up to a maximum of
6% pre-tax and 10% post-tax of their base salary. Pre-tax contributions may
not exceed $7,000 under Puerto Rico law. The Company contributes to the
Plan, out of current or accumulated profits, an amount equal to 50% of the
employee's pre-tax contributions for the period January 1, 1994 through
June 30, 1994 and 66 2/3% or the period July 1, 1994 through December 31,
1994.
Contributions are made to the Plan by participants through payroll
deductions and by the Company on behalf of participants. Employee
contributions are to be invested in any of the three investment funds at
the direction of the participating employees. All Company contributions are
made to the J&J Stock Fund, except for participants over the age of 50, who
may choose the alternative investments.
The number of participants invested in each fund at December 31, 1994 was:
Johnson & Johnson Stock Fund 2,931
Diversified Equity Fund 1,218
Short-term Investments Fund 1,721
Participants may elect to invest in more than one fund. A total of 3,112
active and former employees have investments in the Plan.
4. Benefits:
---------
The benefit to which a plan participant is entitled is the amount provided
by contributions (Company and participant) and investment earnings thereon
(including net realized and unrealized investment gains and losses) which
have been allocated to such participant's account balance.
5. Investments:
------------
Investments held by the Plan as of December 31, 1994 and 1993 are
summarized as follows:
Continued
6
<PAGE>
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
5. Investments, (continued):
------------
<TABLE>
<CAPTION>
1994
---------------------------------------------------------------
Short-Term Johnson & Johnson
Investment Fund Stock Fund
--------------------------- -----------------------------
Fair Value Cost Fair Value Cost
---------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
Common Stocks:
Johnson & Johnson $15,495,345 $12,467,071
Mutual Funds
Temporary Cash
Investment $3,565,823 $3,565,823 232,908 232,908
---------- ---------- ----------- -----------
$3,565,823 $3,565,823 $15,728,253 $12,699,979
========== ========== =========== ===========
<CAPTION>
1994
---------------------------------------------------------------
Equity Fund Total
--------------------------- -----------------------------
Fair Value Cost Fair Value Cost
---------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
Common Stocks:
Johnson & Johnson $15,495,345 $12,467,071
Mutual Funds $1,666,824 $1,670,202 1,666,824 1,670,202
Temporary Cash
Investment 3,798,731 3,798,731
---------- ---------- ----------- -----------
$1,666,824 $1,670,202 $20,960,900 $17,936,004
========== ========== =========== ===========
</TABLE>
Continued
7
<PAGE>
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
5. Investments, (continued):
------------
<TABLE>
<CAPTION>
1993
---------------------------------------------------------------
Short-Term Johnson & Johnson
Investment Fund Stock Fund
--------------------------- -----------------------------
Fair Value Cost Fair Value Cost
---------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
Common Stocks:
Johnson & Johnson $10,298,217 $9,924,422
Mutual Funds
Temporary Cash
Investment $2,875,272 $2,875,272 62,990 62,990
---------- ---------- ----------- ----------
$2,875,272 $2,875,272 $10,361,207 $9,987,412
========== ========== =========== ==========
<CAPTION>
1993
---------------------------------------------------------------
Equity Fund Total
--------------------------- -----------------------------
Fair Value Cost Fair Value Cost
---------- ---------- ----------- -----------
<S> <C> <C> <C> <C>
Common Stocks:
Johnson & Johnson $10,298,217 $ 9,924,422
Mutual Funds $1,230,512 $1,134,759 1,230,512 1,134,759
Temporary Cash
Investment 2,938,262 2,938,262
---------- ---------- ----------- -----------
$1,230,512 $1,134,759 $14,466,991 $13,997,443
========== ========== =========== ===========
</TABLE>
Realized gains (losses), net of investments sold and distributed during the
years ended December 31, 1994 and 1993 are summarized as follows:
<TABLE>
<CAPTION>
J&J Stock Fund Equity Fund
----------------------------------------- ----------------------------------------
Book Value Proceeds Gain/(Loss) Book Value Proceeds Gain
---------- ---------- ----------- ---------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
1994 $3,190,219 $3,237,082 $46,863 $237,574 $249,206 $11,632
1993 2,858,331 2,832,665 (25,666) 114,831 128,645 13,814
</TABLE>
Continued
8
<PAGE>
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
6. Tax Status:
-----------
The Plan constitutes a qualified plan under Section 165(a) of the Puerto
Rico Income Tax Act of 1954 as amended, (the "ITA"), and the Trust is
exempt from Puerto Rico income taxes under Section 165(a) and 165(e) of the
ITA.
The Plan has been amended since receiving the determination letter.
However, the Plan administrator and the Plan's tax counsel believe that the
Plan is currently designed and operated in compliance with the applicable
requirements of the Puerto Rico tax code. Therefore, no provision for
income taxes has been included in the Plan's financial statements.
7. Termination Priorities:
-----------------------
The Company has the right to terminate the Plan at any time and in the
event the Plan is terminated, subject to conditions set forth in ERISA, the
amount of each participant's account balance in the Plan is fully vested.
8. Reconciliation of Financial Statements to Form 5500:
----------------------------------------------------
The following is a reconciliation of Plan Equity per the financial
statements to the Form 5500:
<TABLE>
<CAPTION>
December 31,
----------------------------
1994 1993
----------- -----------
<S> <C> <C>
Plan Equity Per the Financial Statements $20,941,772 $14,474,857
Amounts Allocated to Withdrawing Participants (449,666) (261,355)
----------- -----------
Plan Equity Per the Form 5500 $20,492,106 $14,213,502
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
Year Ended
December 31,
1994
----------
<S> <C>
Benefits Paid to Participants Per the Financial Statements $3,128,495
Add: Amounts Allocated to Withdrawing Participants at
December 31, 1994 449,666
Less: Amounts Allocated to Withdrawing Participants
at December 31, 1993 (261,355)
----------
Benefits Paid to Participants Per the Form 5500 $3,316,806
==========
</TABLE>
Amounts allocated to the withdrawing participants are recorded on the Form
5500 for benefit claims that have been processed and approved for payment
prior to December 31, 1994 but not yet paid as of that date.
9
<PAGE>
Supplemental Schedule
---------------------
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT
AS OF DECEMBER 31, 1994
FACE AMOUNT
OR SHARES ISSUES COST FAIR VALUE
- ----------- ------ ----------- -----------
J&J STOCK FUND
--------------
Common Stock
------------
283,020 shs. Johnson & Johnson $12,467,071 $15,495,345
Temporary Investments
---------------------
$322,082 U.S. Treasury Obligations 232,908 232,908
----------- -----------
Total J&J Stock Fund $12,699,979 $15,728,253
=========== ===========
SHORT-TERM INVESTMENT FUND
--------------------------
Money Market funds
------------------
Vanguard Money Market
Reserves Prime
$3,565,824 Portfolio 12/31/94 $ 3,565,823 $ 3,565,823
=========== ===========
EQUITY FUND
-----------
Mutual Funds
------------
94,331 shs. Investment Company
of America $ 1,670,202 $ 1,666,824
=========== ===========
10
<PAGE>
Supplemental Schedule
---------------------
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
ITEM 27d - SCHEDULE OF 5% REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
<TABLE>
<CAPTION>
DISPOSED ACQUIRED
------------------- -------------------------
SECURITY/PARTY
DESCRIPTION SALES PROCEEDS PURCHASES COST GAIN (LOSS)
- ----------- ----- -------- --------- ---------- -----------
<S> <C> <C> <C> <C> <C>
SERIES OF TRANSACTIONS:
Johnson & Johnson 30 $2,608,959
The Vanguard Group 13 $456,142 57 $1,138,328 0
</TABLE>
11
<PAGE>
Supplemental Schedule
---------------------
JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN
ITEM 27e - SCHEDULE OF PARTY IN-INTEREST TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
PURCHASES
NAME AFFILIATION COST
---- ----------- ----------
Johnson & Johnson Plan Administrator $2,789,838
Common Stock
12
<PAGE>
COOPERS & LYBRAND L.L.P. LETTERHEAD
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration statement of
Johnson and Johnson Retirement Savings Plan on Form S-8 (File No. 33-32875) of
our report dated May 19, 1995, on our audits of the financial statements and
financial statement schedules of Johnson and Johnson Retirement Savings Plan
as of December 31, 1994 and 1993, and for the years ended December 31, 1994 and
1993, which report is included in the Form 11-K.
COOPERS & LYBRAND L.L.P.
Parsippany, New Jersey
June 26, 1995
Exhibit 28(c)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
------------------------------
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the Fiscal Year Ended January 1, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission File Number 1-3215
------------------------------
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
(Full title of the Plan)
JOHNSON & JOHNSON
ONE JOHNSON & JOHNSON PLAZA
NEW BRUNSWICK, NEW JERSEY 08933
(Name of issuer of the securities held pursuant to the Plan
and the address of its principal executive office)
<PAGE>
Item 4. Financial Statements and Exhibits
Report of Independent Accountants
Financial Statements:
Balance Sheets as of December 31, 1994 and 1993
Statements of Operations and Changes in Plan Equity
for the years ended December 31, 1994 and 1993
Notes to Financial Statements
Supplemental Schedules:
Schedule of Investments at December 31, 1994
Schedule of 5% Reportable Transactions
for the year ended December 31, 1994
Schedule of Non-exempt Transactions for the year
ended December 31, 1994
Consent of Coopers & Lybrand L.L.P., dated June 26, 1995
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
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
By: /s/ C. H. Johnson
------------------------
C. H. Johnson
Chairman, Pension Committee
June 28, 1995
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
-----------
FINANCIAL STATEMENTS AND
SUPPLEMENTAL SCHEDULES
as of and for the years ended
December 31, 1994 and 1993
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
INDEX
Report of Independent Accountants 2
Financial Statements:
Balance Sheets as of December 31, 1994 and 1993 3-4
Statements of Operations and Changes in Plan
Equity for the years ended December 31, 1994 and 1993 5-6
Notes to Financial Statements 7-12
Supplemental Schedules:
Schedule of Investments at December 31, 1994 13
Schedule of 5% Reportable Transactions for
the year ended December 31, 1994 14
Schedule of Nonexempt Transactions for
the year ended December 31, 1994 15
1
<PAGE>
COOPERS & LYBRAND L.L.P. LETTERHEAD
REPORT OF INDEPENDENT ACCOUNTANTS
To the Pension Committee of
Johnson & Johnson Savings Plan
We have audited the accompanying balance sheets of the Johnson & Johnson Savings
Plan for Union Represented Employees as of December 31, 1994 and 1993 and the
related statements of operations and changes in plan equity for the years then
ended. These financial statements are the responsibility of the Savings 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 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 audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Johnson & Johnson Savings
Plan for Union Represented Employees as of December 31, 1994 and 1993 and the
results of its operations and changes in plan equity for the years then ended,
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 as listed in
the accompanying index on page 1 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. The fund information in the balance sheets and the related
statements of operations and changes in plan equity is presented for purposes of
additional analysis rather than to present the balance sheets and statements of
operations and changes in plan equity for each fund. The supplemental schedules
and Fund Information 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.
COOPERS & LYBRAND L.L.P.
Parsippany, New Jersey
May 19, 1995
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
BALANCE SHEET
As of December 31, 1994
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
--------------------------------------------------------------------------
Fixed J&J Diversified Total
USGS Fund Interest Fund Stock Fund Equity Fund Savings Plan
---------- ------------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
ASSETS:
- -------
Deposits in Group Annuity Contracts (Note 2) $441,123 $ 441,123
Investments at Fair Value (Notes 2 and 5) $305,899 $2,074,229 $401,162 2,781,290
Accrued Dividends and Interest Receivable 1,396 2,452 233 4,081
-------- -------- ---------- -------- ----------
Total Assets $307,295 $443,575 $2,074,462 $401,162 $3,226,494
======== ======== ========== ======== ==========
LIABILITIES AND PLAN EQUITY
- ---------------------------
Amounts Payable to Plan Participants
Accrued Transfers ($ 2,000) ($ 2,900) $ 7,500 ($ 2,600)
Plan Equity 309,295 446,475 2,066,962 403,762 $3,226,494
-------- -------- ---------- -------- ----------
Total Liabilities and Plan Equity $307,295 $443,575 $2,074,462 $401,162 $3,226,494
======== ======== ========== ======== ==========
</TABLE>
See Notes to Financial Statements
3
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
BALANCE SHEET
As of December 31, 1993
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
--------------------------------------------------------------------------
Fixed J&J Diversified Total
USGS Fund Interest Fund Stock Fund Equity Fund Savings Plan
---------- ------------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
ASSETS:
- -------
Deposits in Group Annuity Contracts (Note 2) $217,876 $ 217,876
Investments at Fair Value (Notes 2 and 5) $150,702 $951,733 $190,489 1,292,924
Accrued Dividends and Interest Receivable 388 2,441 87 2,916
-------- -------- -------- -------- ----------
Total Assets $151,090 $220,317 $951,820 $190,489 $1,513,716
======== ======== ======== ======== ==========
LIABILITIES AND PLAN EQUITY
- ---------------------------
Amounts Payable to Plan Participants $ 303 $ 307 $ 6,079 $ 986 $ 7,675
Due to Brokers for Investments Purchased 35,924 35,924
Plan Equity 150,787 220,010 909,817 189,503 1,470,117
-------- -------- -------- -------- ----------
Total Liabilities and Plan Equity $151,090 $220,317 $951,820 $190,489 $1,513,716
======== ======== ======== ======== ==========
</TABLE>
See Notes to Financial Statements
4
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
STATEMENT OF OPERATIONS AND CHANGES IN PLAN EQUITY
For The Year Ended December 31, 1994
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
--------------------------------------------------------------------------
Fixed J&J Diversified Total
USGS Fund Interest Fund Stock Fund Equity Fund Savings Plan
---------- ------------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Employee Contributions (Note 3) $166,277 $234,629 $ 557,561 $222,071 $1,180,538
Employer Contributions (Note 3) 207,867 207,867
Interest 9,717 21,932 1,487 33,136
Dividends 32,437 6,657 39,094
-------- -------- ---------- -------- ----------
175,994 256,561 799,352 228,728 1,460,635
Additions to (Deductions From) Plan Equity:
- -------------------------------------------
Payments to Participants (2,286) (12,896) (37,317) (7,851) (60,350)
Change in Unrealized Net Appreciation of Investments 357,710 (13,794) 343,916
Realized Net Gain on Sale of Investments (572) 11,176 10,604
Realized Net Gain on Stock Distributed 1,572 1,572
Assets Transferred (15,200) (17,200) 36,400 (4,000)
-------- -------- ---------- -------- ----------
$158,508 $226,465 $1,157,145 $214,259 $1,756,377
Plan Equity, Beginning of Period 150,787 220,010 909,817 189,503 1,470,117
-------- -------- ---------- -------- ----------
Plan Equity, End of Period $309,295 $446,475 $2,066,962 $403,762 $3,226,494
======== ======== ========== ======== ==========
</TABLE>
See Notes to Financial Statements
5
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
STATEMENT OF OPERATIONS AND CHANGES IN PLAN EQUITY
For The Year Ended December 31, 1993
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
--------------------------------------------------------------------------
Fixed J&J Diversified Total
USGS Fund Interest Fund Stock Fund Equity Fund Savings Plan
---------- ------------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Employee Contributions (Note 3) $151,484 $210,592 $642,221 $178,331 $1,182,628
Employer Contributions (Note 3) 208,558 208,558
Interest 2,330 7,684 941 10,955
Dividends 9,315 1,790 11,105
-------- -------- -------- -------- ----------
153,814 218,276 861,035 180,121 1,413,246
Additions to (Deductions From) Plan Equity:
- -------------------------------------------
Payments to Participants (685) (418) (12,337) (1,054) (14,494)
Appreciation of Investments 62,895 8,470 71,365
Assets Transferred (2,342) 2,152 (1,776) 1,966
-------- -------- -------- -------- ----------
Plan Equity, End of Period $150,787 $220,010 $909,817 $189,503 $1,470,117
======== ======== ======== ======== ==========
</TABLE>
See Notes to Financial Statements
6
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
1. Organization:
-------------
The Johnson & Johnson Savings Plan for Union Represented Employees (the
"Plan" - a deferred contribution plan) was established on January 1, 1993.
The Plan was designed to enhance the existing retirement program of
eligible employees. The funding of the Plan is made through employee and
Company contributions. The assets of the Plan are maintained and
transactions therein are executed by the trustee, Bankers Trust Company.
For further information about the Plan, refer to the Plan document.
2. Summary of Significant Accounting Policies:
-------------------------------------------
Valuation of Investments:
Equity investments in the Johnson & Johnson Stock Fund, administered by the
Bankers Trust Company, are valued at the average of the high and low market
price on the last business day of the year. The cost of equity investments
in the Johnson & Johnson Stock Fund are recorded at the average market
price of the stock transactions for the month during which the contribution
is made.
The investments in the U.S. Government Securities, Fixed Interest and
Diversified Equity funds represent the Plan's share of assets in the
Savings Plan Trust. The U.S. Government Securities Fund consists of
Short-term obligations that are issued or guaranteed by the U.S.
Government. Investments are valued at cost which approximates market.
Deposits in group annuity contracts in the Fixed Interest Fund are valued
at contract value, which represents contributions made under the contract,
plus interest at the contract rate. Equity investments and corporate
obligations in the Diversified Equity Fund, managed by the Capital Guardian
Trust Company are traded on a national securities exchange, and are valued
at the last reported market sales price on the last business day of the
year. Investments in the Diversified Equity Fund are purchased periodically
by the Capital Guardian Trust Company based on the prevailing market values
of the underlying investments.
Temporary cash investments are stated at redemption value.
Transfers:
Transfers among funds, which are made at the participant's election have
been presented as assets transferred.
Continued
7
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS, Continued
Appreciation in the Value of Investments:
The Plan reflects, in the Statement of Operations and Changes in Plan
Equity for 1993, the appreciation in the value of investments, which
consists of the realized gains or losses and the unrealized appreciation of
those investments.
Other:
Interest and dividend income is recorded as earned on the accrual basis.
Purchases and sales of investment securities are reflected on a trade-date
basis. Gains and losses on sales of investment securities are determined on
the average cost method.
All administrative expenses are paid by the Company.
3. Contributions:
--------------
Participating employees may contribute a minimum of $0.16 per hour up to a
maximum of $0.80 per hour up to the first forty hours worked in each
payroll week. All contributions are on a pre-tax basis. Pre-tax
contributions may not exceed $9,240. The Company contributes to the Plan,
out of current or accumulated profits, an amount equal to 25% of the
employee directed contributions on the first $0.40 per hour.
Contributions are made to the Plan by participants through payroll
deductions and by the Company on behalf of participants. Employee
contributions are to be invested in any of the four investment funds at the
direction of the participating employees. All Company contributions are
made to the J&J Stock Fund.
The number of participants invested in each fund at December 31, 1994 was:
U.S. Government Securities Fund 350
Fixed Interest Fund 430
Johnson & Johnson Stock Fund 1,115
Diversified Equity Fund 409
Participants may elect to invest in more than one fund. A total of 1,153
active and former employees have investments in the Plan.
4. Benefits:
---------
The benefit to which a Plan participant is entitled is the amount provided
by contributions (Company and participant) and investment earnings thereon
(including net realized and unrealized investment gains and losses) which
have been allocated to such participant's account balance.
Continued
8
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS, Continued
5. Investments:
------------
Investments held by the plan as of December 31, 1994 are summarized as
follows:
Johnson & Johnson
Stock Fund
----------------------------
Fair Value Cost
---------- ----------
Common Stocks:
Johnson & Johnson $2,043,664 $1,623,066
Temporary Cash Investments 30,565 30,565
---------- ----------
$2,074,229 $1,653,631
========== ==========
The investments in the U.S. Government Securities, Fixed Interest, and the
Diversified Equity Funds reflected in the accompanying Balance Sheet
represent the Plan's share of investments (approximately 0.3% of fair
value) held by the Johnson & Johnson Savings Plan Trust. Total investments
held by the Trust on behalf of the Plan and the Johnson & Johnson Savings
Plan are summarized as follows:
Description Fair Value Cost
----------- ------------ ------------
USGS Fund:
U.S. Government Securities--Short Term $ 6,937,687 $ 6,937,687
Other 31,882 31,882
Fixed Interest Fund:
Deposits in Group Annuity Contracts 600,303,776 600,303,776
Other 3,393,712 3,393,712
Diversified Equity Fund:
Common Stocks 179,915,286 156,158,848
Other 2,084,151 2,084,151
------------ ------------
$792,666,494 $768,910,056
============ ============
Continued
9
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS, Continued
5. Investments, (Continued):
------------
Investments held by the plan as of December 31, 1993 are summarized as
follows:
Johnson & Johnson
Stock Fund
----------------------------
Fair Value Cost
---------- --------
Common Stocks:
Johnson & Johnson $915,612 $852,724
Temporary Cash Investments 36,121 36,121
-------- --------
$951,733 $888,845
======== ========
The investments in the U.S. Government Securities, Fixed Interest, and the
Diversified Equity Funds reflected in the accompanying Balance Sheet
represent the Plan's share of investments (approximately 0.2% of fair
value) held by the Johnson & Johnson Savings Plan Trust. Total investments
held by the Trust on behalf of the Plan and the Johnson & Johnson Savings
Plan are summarized as follows:
Description Fair Value Cost
----------- ------------ ------------
USGS Fund:
U.S. Government Securities - Short Term $ 4,591,697 $ 4,591,697
Other 12,217 12,217
Fixed Interest Fund:
Deposits in Group Annuity Contracts 557,435,789 557,435,789
Other 4,400,771 4,400,771
Diversified Equity Fund:
Common Stocks 162,400,007 130,142,451
Other 222,342 222,342
------------ ------------
$729,062,823 $696,805,267
============ ============
Continued
10
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS, Continued
5. Investments, (continued):
------------
Realized gains on investments sold and distributed during the year are
summarized as follows:
J&J Stock Fund Diversified Equity Fund
------------------------------ ------------------------------
Book Value Proceeds Gain Book Value Proceeds Gain
---------- -------- ------ ---------- -------- -------
1994 $40,965 $41,965 $1,000 $151,173 $162,349 $11,176
1993 505 512 7 59,519 65,111 5,592
6. Tax Status:
-----------
The Plan obtained its latest determination letter on April 19, 1993, in
which the Internal Revenue Service stated that the Plan, as then designed,
was in compliance with the applicable requirements of the Internal Revenue
Code.
7. Termination Priorities:
-----------------------
The Company has the right to terminate the Plan at any time and in the
event the Plan is terminated subject to conditions set forth in ERISA, the
amount of each participant's account balance in the Plan is fully vested.
8. Concentrations of Credit Risk
-----------------------------
Financial instruments which potentially subject the Plan to concentrations
of credit risk consist principally of investment contracts with insurance
and other financial institutions.
The Plan places its investment contracts with high-credit quality
institutions and, by policy, limits the amount of credit exposure to any
one financial institution.
Continued
11
<PAGE>
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS, Continued
9. Reconciliation of Financial Statements to Form 5500:
---------------------------------------------------
The following is a reconciliation of Plan Equity per the financial
statements to the Form 5500:
December 31,
1994
------------
Plan Equity Per the Financial Statements $3,226,494
Amounts Allocated to Withdrawing Participants (2,444)
----------
Plan Equity Per the Form 5500 $3,224,050
==========
Year Ended
December 31,
1994
------------
Benefits Paid to Participants Per the Financial Statements $60,350
Add: Amounts Allocated to Withdrawing Participants at
December 31, 1994 2,444
Less: Amounts Allocated to Withdrawing Participants
at December 31, 1993 (7,675)
-------
Benefits Paid to Participants Per the Form 5500 $55,119
=======
Amounts allocated to the withdrawing participants are recorded on the Form
5500 for benefit claims that have been processed and approved for payment
prior to December 31, 1994 but not yet paid as of that date.
12
<PAGE>
Supplemental Schedule
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENTS
AS OF DECEMBER 31, 1994
FACE AMOUNT
OR SHARES ISSUES COST FAIR VALUE
- ----------- ------ ---------- ----------
J&J STOCK FUND
--------------
Common Stock
------------
37,115 shs. Johnson & Johnson $1,623,066 $2,043,664
Temporary Investments
---------------------
$30,565 BT Pyramid Directed
Account Cash Fund 30,565 30,565
---------- ----------
Total J&J Stock Fund $1,653,631 $2,074,229
========== ==========
13
<PAGE>
Supplemental Schedule
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
ITEM 27d - SCHEDULE OF 5% REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
DISPOSED ACQUIRED
----------------- -------------------
SALES PROCEEDS PURCHASES COSTS GAIN(LOSS)
----- -------- --------- ----- ----------
SECURITY/PARTY
DESCRIPTION
SERIES OF TRANSACTIONS:
BT Pyramid Directed
Account-Cash Fund (a) $769,663 (a) $764,107 0
(a) Custodian is unable to provide this information.
14
<PAGE>
Supplemental Schedule
JOHNSON & JOHNSON SAVINGS PLAN
FOR UNION REPRESENTED EMPLOYEES
ITEM 27e - SCHEDULE OF NONEXEMPT TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
PURCHASES SALES
-------------------------------- ---------------------
NAME AFFILIATION COST SALES PRICE GAIN
- ----- ----------- -------- ----------- ------
Johnson & Johnson
Common Stock Plan Administrator $717,241 $ -- $ --
15
<PAGE>
COOPERS & LYBRAND L.L.P. LETTERHEAD
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration statement of
Johnson and Johnson Savings Plan for Union Represented Employees on Form S-8
(File No. 33-52252) of our report dated May 19, 1995, on our audits of the
financial statements and financial statement schedules of Johnson and Johnson
Savings Plan for Union Represented Employees as of December 31, 1994 and 1993,
and for the years ended December 31, 1994 and 1993, which report is included in
the Form 11-K.
COOPERS & LYBRAND L.L.P.
Parsippany, New Jersey
June 26, 1995
