<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
FOR THE PLAN YEAR ENDED DECEMBER 31, 1999
NATURE'S SUNSHINE PRODUCTS, INC.
TAX DEFERRED RETIREMENT PLAN
(Full Title of the Plan)
COMMISSION FILE NO. 0-8707
NATURE'S SUNSHINE PRODUCTS, INC.
(Name of Issuer of the Securities Held Pursuant to the Plan)
75 EAST 1700 SOUTH
P.O. BOX 19005
PROVO, UT 84605-9005
(Address of Principal Executive Office)
<PAGE>
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the plan) have duly caused this annual
report to be signed by the undersigned thereunto duly authorized.
Nature's Sunshine Products Tax Deferred Retirement Plan
Date: July 10, 2000 By: /s/ Douglas Faggioli, Chief Operating Officer
------------- ----------------------------------------------
<PAGE>
CONSENT
We consent to the incorporation by reference in this annual report on Form 11-K
for the year ended December 31, 1999, of our report dated June 9, 2000,
appearing in the Registration Statement on Form S-8 (file No. 0-8707) of
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan filed with the
Securities and Exchange Commission pursuant to the Securities Act of 1993 which
became effective May 22, 1995.
GRANT THORNTON LLP
Provo, Utah
July 3, 2000
<PAGE>
NATURE'S SUNSHINE PRODUCTS, INC.
TAX DEFERRED RETIREMENT PLAN
FINANCIAL STATEMENTS AND REPORT OF
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
DECEMBER 31, 1999 AND 1998
<PAGE>
C O N T E N T S
<TABLE>
<CAPTION>
Page
<S> <C>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS 1
FINANCIAL STATEMENTS
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS 3
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS 4
NOTES TO FINANCIAL STATEMENTS 5
SUPPLEMENTAL INFORMATION
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES 11
</TABLE>
<PAGE>
REPORT OF INDEPENDENT
CERTIFIED PUBLIC ACCOUNTANTS
Plan Administrator and Trustee
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan
We have audited the accompanying statements of net assets available for benefits
of Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan (the Plan), as
of December 31, 1999 and 1998, and the related statement of changes in net
assets available for benefits for the year ended December 31, 1999. 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 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 net assets available for benefits of Nature's
Sunshine Products, Inc. Tax Deferred Retirement Plan as of December 31, 1999 and
1998, and the changes in net assets available for benefits for the year ended
December 31, 1999 in conformity with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes is presented for the purpose of additional analysis and
is not a required part of the basic 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. This supplemental schedule is the responsibility of the Plan's management.
The supplemental schedule has been subjected to the auditing procedures applied
in the audits of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
GRANT THORNTON LLP
Provo, Utah
June 9, 2000
<PAGE>
FINANCIAL STATEMENTS
<PAGE>
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31,
<TABLE>
<CAPTION>
1999 1998
----------- -----------
<S> <C> <C>
Assets
Cash $ 5,214 $ 12,265
Investments, at fair value 19,467,624 20,309,216
Contributions receivable
Participants 28,443 27,374
Employer 22,346 20,319
----------- -----------
Total assets 19,523,627 20,369,174
Liabilities - payables 20,965 10,366
----------- -----------
Net assets available for benefits $19,502,662 $20,358,808
=========== ===========
</TABLE>
The accompanying notes are an integral part of these statements.
3
<PAGE>
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR BENEFITS
Year ended December 31, 1999
<TABLE>
<S> <C>
Additions to net assets attributed to
Interest income $ 5,156
Dividend income 1,087,636
Contributions
Participants salary deferrals 839,823
Employer 634,311
------------
Total additions 2,566,926
------------
Deductions from net assets
attributed to
Benefits paid to participants 513,272
Net depreciation in fair value of investments 2,909,800
------------
Total deductions 3,423,072
------------
Net deductions (856,146)
Net assets available for benefits
at beginning of year 20,358,808
------------
Net assets available for benefits
at end of year $ 19,502,662
============
</TABLE>
The accompanying notes are an integral part of this statement.
4
<PAGE>
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 1999 and 1998
NOTE A - DESCRIPTION OF PLAN
The following description of the Nature's Sunshine Products, Inc. Tax
Deferred Retirement Plan (the Plan) provides only general information.
Participants should refer to the Plan agreement for a more complete
description of the Plan's provisions.
GENERAL
Nature's Sunshine Products, Inc. (the Company) adopted the Plan effective
October 13, 1986. The Plan is a defined contribution plan which was
established to provide employees with an opportunity to accumulate funds
for retirement or disability and to provide death benefits for employees'
dependents and beneficiaries. The Plan is subject to the Employee
Retirement Income Security Act of 1974 (ERISA). Effective December 28,
1994, the Company amended and restated the Plan to comply with the Tax
Reform Act of 1986. Effective October 18, 1999, the Company restated the
Plan in conjunction with a change of third party administrators.
During 1999 and 1998, certain corporate officers served as trustees and
plan administrator of the Plan's assets. During 1999, the Plan changed its
third party administrator from Rocky Mountain Employee Benefits, Inc. to
Merrill Lynch.
ELIGIBILITY
Employees who have completed six months of service are eligible to
participate in the Plan. Each eligible employee is required to make an
election in order to actively participate in the Plan.
CONTRIBUTIONS
Participants elect both the amount of salary deferral contributions and the
allocation of the salary deferral contributions among the various
participant-directed investment funds available within the Plan. Salary
deferral contributions cannot exceed 10 percent of a participant's gross
compensation. Participants are 100 percent vested at all times in their
salary deferral contributions and related earnings. The Company remits each
participant's salary deferral contribution to the Plan on a biweekly basis.
Participants may not make voluntary contributions to the Plan other than
through salary deferral contributions.
The Company may make matching contributions at its discretion which are
allocated to participants on a pro rata basis based on the ratio of their
compensation for the year to total compensation for all participants.
During 1999 and 1998, the Company matched employee contributions at a rate
of 100 percent of such contributions up to a maximum of five percent of the
employee's gross compensation.
The Company may also make additional contributions to the Plan at its
discretion. The amount contributed annually is determined by the Board of
Directors of the Company. No such additional contributions were made to the
Plan during 1999.
5
<PAGE>
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 1999 and 1998
NOTE A - DESCRIPTION OF PLAN - CONTINUED
VESTING
Vesting in Company contributions occurs upon (1) completion of four years
of service with the Company, (2) attaining the Plan's normal retirement age
of 59-1/2, (3) death, or (4) disability.
PAYMENT OF BENEFITS
Benefits are normally paid upon retirement, death, disability, or other
termination and may be paid in lump sums, installments over a designated
period, or rolled over into an IRA or other retirement plan. Participants
may withdraw funds from the Plan while actively employed for hardships
subject to specific restrictions set forth in the Plan agreement.
TERMINATION OF THE PLAN
The Company may terminate the Plan at any time subject to the provisions of
the Employee Retirement Income Security Act of 1974, as amended. If the
Plan is suspended or terminated, all participants shall be fully vested in
their accounts, including employer contributions and related earnings.
INVESTMENTS
Net unrealized appreciation or depreciation caused by fluctuations in the
market value of investments is reflected in the Statement of Changes in Net
Assets Available for Benefits. Amounts invested earn interest and dividends
which in turn are reinvested in the participant's respective funds.
Contributions are invested by the trustee as directed by the participants.
EXPENSES
The Company paid all administrative expense of the Plan including legal and
accounting fees during 1999 and 1998.
PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's contribution
and an allocation of (a) the Company's contribution and (b) Plan earnings.
Allocations are based on participant earnings or account balances, as
defined. The benefit to which a participant is entitled is the benefit that
can be provided from the participant's vested account.
Additional Company contributions are allocated to individual participant
accounts based on a pro rata basis.
FORFEITURES
Forfeited nonvested amounts are used to reduce future employer
contributions.
6
<PAGE>
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 1999 and 1998
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The financial statements of the Plan have been prepared in conformity with
generally accepted accounting principles as applied to employee benefit
plans, and in accordance with the Plan agreement.
ESTIMATES
The preparation of financial statements in conformity with generally
accepted accounting principles requires the Plan administrator to make
estimates and assumptions that affect certain reported amounts and
disclosures. Accordingly, actual results may differ from those estimates.
INVESTMENT VALUATION AND INCOME RECOGNITION
The Plan's investments are stated at fair value. Shares of registered
investment companies are valued at quoted market prices which represent the
net asset value of shares held by the Plan at year-end. The Company stock
is valued at its quoted market price.
Purchases and sales of securities are recorded on a trade-date basis.
Income from interest and dividends is recorded on the accrual basis.
Earnings and losses within each fund are allocated to participants based on
their proportionate shares in the fund.
BENEFITS
Benefits are recorded when paid.
ADOPTION OF SOP 99-3
During 1999, the American Institute of Certified Public Accountants (AICPA)
Accounting Standards Executive Committee issued Statement of Position (SOP)
99-3, ACCOUNTING FOR AND REPORTING OF CERTAIN DEFINED CONTRIBUTION PLAN
INVESTMENTS AND OTHER DISCLOSURE MATTERS, which streamlines the financial
statements of defined contribution plans by eliminating certain previously
required disclosures. The Plan adopted SOP 99-3 for the 1999 year.
NOTE C - FEDERAL INCOME TAXES
The Plan is subject to the Employee Retirement Income Security Act of 1974
and certain provisions of the Internal Revenue Code (IRC). The Plan is
intended to qualify under Section 401(a) of the IRC and prior to the latest
plan restatement the Internal Revenue Service has issued a favorable
determination letter ruling dated June 17, 1995, that the Plan was designed
in accordance with applicable IRC requirements as of the date of their
letter. The latest Plan was restated using a Merrill Lynch prototype plan
document. Although a determination letter has not yet been issued,
management believes that the Plan is currently designed and operated in
accordance with applicable IRC requirements. As a result, the Plan has not
provided for federal income taxes.
7
<PAGE>
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 1999 and 1998
NOTE D - INVESTMENTS
The following presents investments that represent five percent or more of
the Plan's net assets.
<TABLE>
<CAPTION>
1999 1998
--------- ---------
<S> <C> <C>
Nature's Sunshine Products, Inc. common stock, 589,573 and
185,103 shares, respectively 4,716,586 2,822,822
Nature's Sunshine Products, Inc. common stock, 0 and 396,745
shares, respectively -- 6,050,390*
Merrill Lynch Return Preservation Trust Fund, 1,872,617 and
1,523,630 shares, respectively 1,872,617 1,523,630
Massachusetts Investors Trust Fund, 189,759 and 0 shares,
respectively 3,975,441 --
Alliance Premier Growth Fund, 155,122 and 0 shares,
respectively 5,661,948 --
Fidelity Investments Magellan Fund, 0 and 35,616 shares,
respectively -- 4,303,094
Fidelity Advisor Growth Opportunities Fund, 0 and 64,740
shares, respectively -- 3,250,590
</TABLE>
* Nonparticipant-directed
During 1999, the Plan's investments (including realized and unrealized
gains and losses) depreciated in fair value by $2,909,800 as follows:
<TABLE>
<S> <C>
Common stock $(4,223,402)
Mutual funds 1,313,602
-----------
Net depreciation $(2,909,800)
===========
</TABLE>
8
<PAGE>
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 1999 and 1998
NOTE E - NONPARTICIPANT-DIRECTED INVESTMENTS
The following provides information about the net assets and the significant
components of the changes in net assets relating to the Plan's
nonparticipant-directed investments. During 1999, all assets in the
nonparticipant-directed investment fund (consisting of $6,050,390 of
Nature's Sunshine Products, Inc. common stock) were transferred to
participant-directed funds.
<TABLE>
<CAPTION>
Year ending
December 31,
1999
-----------
<S> <C>
Changes in net assets
Dividend income $ 39,379
-----------
Total additions 39,379
Benefits paid to participants 40,107
Net depreciation in fair value of investments 2,810,365
Transfers to participant-directed investments 3,239,297
-----------
Total deductions 6,089,769
-----------
Net deductions (6,050,390)
Net assets available at beginning of year 6,050,390
-----------
Net assets available for benefits at end of year $ --
===========
</TABLE>
9
<PAGE>
SUPPLEMENTAL INFORMATION
10
<PAGE>
Nature's Sunshine Products, Inc. Tax Deferred Retirement Plan
Employer Identification Number: 87-0327982
Plan Number: 003
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1999
<TABLE>
<CAPTION>
(a) (b) (c) (e)
Identity of issue, borrower, lessor, Description of investment including Current
or similar party maturity date, rate of interest, Value
collateral, par or maturity value
-------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
* Merrill Lynch Return Preservation Money Market Fund $ 1,872,617
Trust Fund
* Nature's Sunshine Products, Inc. Corporate Stock 4,716,586
Common Stock
Massachusetts Investors Trust Fund Mutual Fund 3,975,441
Dreyfus Premier Balance Fund Mutual Fund 343,460
Franklin Mutual Beacon Fund Mutual Fund 584,447
PIMCO Total Return Fund Mutual Fund 760,527
Lord Abbett Developing Growth Fund Mutual Fund 593,898
Van Kampen Emerging Growth Fund Mutual Fund 958,602
Alliance Premier Growth Fund Mutual Fund 5,661,948
Cash Cash 98
-----------
$19,467,624
===========
</TABLE>
* Party-in-interest
11
