<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
pursuant to Section 15(d) of the
Securities Exchange Act of 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999
1-12333
(Commission file number)
[GRAPHIC OMITTED]
Iomega Corporation
(Exact name of registrant as specified in its charter)
Delaware 86-0385884
(State of Incorporation) (IRS employer identification number)
1821 West Iomega Way, Roy, UT 84067
(Address of principal executive offices) (ZIP Code)
(801) 332-1000
(Registrant's telephone number)
Iomega Retirement and Investment Savings Plan
(Full title of the Plan)
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Steering Committee and Participants of the
Iomega Retirement and Investment Savings Plan:
We have audited the accompanying statements of net assets available for benefits
of the Iomega Retirement and Investment Savings 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
and the schedule referred to below are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements and schedule based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the
audits to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1999 and 1998, and the changes in its net assets available for
benefits for the year ended December 31, 1999 in conformity with accounting
principles generally accepted in the United States.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The schedule of assets held for
investment purposes is presented for purposes 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. The fund information in the statements of net assets available for
benefits and the statement of changes in net assets available for benefits is
presented for purposes of additional analysis rather than to present the net
assets available for benefits and changes in net assets available for benefits
of each fund. The schedule 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.
/s/ ARTHUR ANDERSEN LLP
ARTHUR ANDERSEN LLP
Salt Lake City, Utah
June 9, 2000
<PAGE>
IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
Statement of Net Assets Available for
Benefits as of December 31, 1999 and 1998 1
Statement of Changes in Net Assets
Available for Benefits for the Year Ended
December 31, 1999 2
Notes to Financial Statements 3 - 7
Item 27a - Schedule of Assets Held for Investment
Purposes as of December 31, 1999 8
<PAGE>
IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1999 AND 1998
<TABLE> December 31,
---------------------------------------
1999 1998
<S> ----------------- -----------------
INVESTMENTS, at Fair Market Value <C> <C>
Fidelity Funds:
Magellan $ 9,120,515 $ 5,596,855
Contrafund 18,338,119 15,016,801
Managed Income Portfolio 2,646,784 2,506,569
Retirement Money Market Portfolio 2,552,403 2,406,567
Short-Term Bond Portfolio 822,830 1,045,328
Equity Income II 5,553,087 5,790,978
Asset Manager 2,871,060 2,267,149
Spartan U.S. Equity Index Portfolio 6,503,423 4,932,187
Diversified International 739,726 318,112
Export and Multinational 487,984 225,235
Real Estate Investment Portfolio 224,851 166,069
U.S. Government Reserves 42,398 5,038
U.S. Bond Index 639,295 456,206
Other Funds:
Iomega Stock Fund 4,443,252 7,275,479
Participant Loan Fund 892,619 808,040
-------------- --------------
Total investments, at fair value 55,878,346 48,816,613
-------------- --------------
RECEIVABLES:
Employee - 154,250
Employer 1,905,892 2,730,524
-------------- --------------
Total receivables 1,905,892 2,884,774
-------------- --------------
NET ASSETS AVAILABLE FOR BENEFITS $ 57,784,238 $ 51,701,387
============== ==============
</TABLE>
The accompanying notes to financial statements are an
integral part of these statements.
<PAGE>
IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1999
<TABLE>
Total All Funds
<S> ----------------
ADDITIONS TO NET ASSETS ATTRIBUTABLE TO: <C>
Contributions:
Employee $ 5,330,385
Employer 1,905,892
Rollover 842,872
----------------
8,079,149
----------------
Investment Income:
Interest and dividends 5,077,411
Realized loss (308,809)
Net unrealized depreciation
in fair value of investments (309,767)
---------------
Total additions 4,458,835
----------------
REDUCTIONS IN NET ASSETS ATTRIBUTABLE TO:
Distributions to participants (6,455,133)
---------------
Net additions 6,082,851
----------------
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 51,701,387
----------------
End of year $ 57,784,238
================
</TABLE>
The accompanying notes to financial statements are an
integral part of these statements.
<PAGE>
IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(1) PLAN DESCRIPTION
Participation
Iomega Corporation ("Iomega") adopted the Iomega Retirement and Investment
Savings Plan (the "Plan") effective July 1, 1985. The Plan was established to
provide employees an opportunity to accumulate funds for retirement or
disability and to provide death benefits for employees' dependents and
beneficiaries.
Effective January 1, 1995, Fidelity Management Trust Company was appointed as
trustee of the Plan. Iomega administers the Plan with the assistance of an
external administrative consultant.
The following description of the Plan provides only general information.
Participants should refer to the Plan document for a more complete description
of the Plan's provisions.
Eligibility, Contributions and Benefits
Employees who have completed thirty days of service, who have attained 21 years
of age and who are scheduled to work a minimum of 1,000 hours per year are
eligible to participate in the Plan. Each eligible employee is required to make
an election to participate in the Plan. At that time, each participant elects
both the contribution amount and its distribution to the various investment
funds within the Plan. Elected contribution percentages can range from 2 percent
to 15 percent of qualifying gross compensation on a before-tax basis, subject to
Internal Revenue Service ("IRS") limitations.
Employer matching contributions consist of a basic match of up to $600 per
participant, an additional basic match of 50 percent of a participant's
contributions over $600 up to 5 percent of eligible earnings, and a
discretionary performance match up to 3 percent of eligible earnings, subject to
limits imposed by the IRS. The discretionary performance match is based on
Company profitability goals and the match percent is determined annually by the
Company's Board of Directors. There was no performance matching contribution for
1999. The employer contributions for the basic match and the additional basic
match for 1999 were $510,722 and $1,395,170, respectively. Participants vest in
all matching contributions at a rate of 25 percent for each year of service.
After four years of service, employees become fully vested in all matching
contributions.
Benefits are normally paid upon retirement, death, disability or other
termination. Upon termination of service, participants may elect to receive
payment from their accounts in a lump sum, periodic installments, an annuity or
a combination of these methods. Actively employed participants may only withdraw
funds from the Plan pursuant to specific restrictions set forth in the Plan
agreement.
Investment Options
The Plan provides for fifteen investment options. These options, as well as the
number of participants at December 31, 1999 investing in each option, are as
follows:
<TABLE>
<CAPTION>
Number of
Fund Participants
--------------------------------------------------------- -----------------
<S> <C>
Magellan 705
Contrafund 873
Managed Income Portfolio 257
Retirement Money Market Portfolio 248
Short-Term Bond Portfolio 149
Equity Income II 546
Asset Manager 289
Spartan U.S. Equity Index Portfolio 531
Diversified International 129
Export and Multinational 125
Real Estate Investment Portfolio 74
U.S. Government Reserves 3
U.S. Bond Index 103
Iomega Stock Fund 667
Participant Loan Fund 150
</TABLE>
The Participant Loan Fund is managed by Iomega and the remaining 14 funds are
managed by the Fidelity Management & Research Company ("Fidelity"), an affiliate
of Fidelity Management Trust Company. No sales charge is levied on the funds
managed by Fidelity, however, an annual fee is charged by Fidelity to cover the
operating expenses of each fund, including the investment advisory fee. This fee
is deducted from the investment return of each fund. Participants are charged a
loan setup fee and a maintenance fee for each loan under the Plan.
The Magellan Fund seeks capital appreciation by maintaining a portfolio
primarily invested in common stocks and securities convertible into common
stocks. Up to 20 percent of this fund may also be invested in debt securities of
all types and quality levels issued by domestic and foreign issuers. The fund is
relatively aggressive in pursuing growth. Dividends are declared and posted to
the participant's account in May and December of each calendar year. The
undistributed semi-annual dividends are reinvested to purchase additional shares
in the fund.
The Contrafund seeks capital appreciation by investing in companies that are
believed to be undervalued or out of favor. When market conditions warrant, the
fund may also invest temporarily in investment-grade debt securities. The fund
is relatively aggressive in pursuing growth.
The Managed Income Portfolio seeks preservation of capital and a competitive
level of income over time. The portfolio purchases high-quality, short and
long-term investment contracts issued by insurance companies, banks and other
approved financial institutions that provide competitive interest rates. The
Managed Income Portfolio's goal is to maintain a stable $1.00 share price.
The Retirement Money Market Portfolio invests in high-quality money market
instruments of domestic and foreign issuers which are denominated in U.S.
dollars. Such instruments are short-term obligations and range from U.S.
Government securities to prime commercial paper issued by private borrowers. The
fund seeks to obtain as high a level of current income as possible, given its
principal objective of preserving capital and maintaining a share value of
$1.00. Interest income is earned daily and posted to the participant's account
at the end of each calendar month or at the time of total distribution of the
account. The monthly income is applied to purchase additional shares in the
fund.
The Short-Term Bond Portfolio invests in a broad range of fixed-income
securities. Securities in the portfolio are primarily investment grade or better
with maturities typically less than three years. The portfolio seeks high
current income consistent with preservation of capital.
The Equity Income II Fund seeks income by investing primarily in
income-producing equity securities, considering the potential for capital
appreciation. The fund seeks a yield exceeding the Standard & Poor's Daily Stock
Price Index 500 ("S&P 500"). The fund is considered to be relatively
conservative among growth and income funds.
Asset Manager seeks high total return with reduced risk over the long term by
using a balanced mix of stocks, bonds and short-term instruments. The fund earns
dividends daily, and the dividends are posted to the participant's account in
the last month of each calendar quarter or at the time of total distribution of
the account. The undistributed dividends are reinvested to purchase more shares
in the fund.
The Spartan U.S. Equity Index Portfolio has the goal of replicating the total
return provided by the stocks included in the S&P 500. The fund buys and holds
virtually all of the 500 stocks contained in the S&P 500 weighted in the same
manner. The fund earns dividends daily, and the dividends are posted to the
participant's account in the last month of each calendar quarter or at the time
of total distribution of the account. The undistributed dividends are reinvested
to purchase more shares in the fund.
The Diversified International Fund seeks capital appreciation by investing
primarily in stocks of large companies located outside the U.S. that are
considered to be undervalued and are included in the Morgan Stanley Capital
International Europe, Australia, Far East Index ("EAFE").
The Export and Multinational Fund seeks capital appreciation by investing
primarily in stocks of U.S. companies that are expected to benefit from
exporting or selling goods or services outside the U.S. The fund may also invest
in foreign securities.
The Real Estate Investment Portfolio seeks to provide an above-average level of
income as well as capital growth by investing primarily in stocks of domestic
and foreign companies in the real estate industry. The fund seeks to provide a
yield that exceeds that of the S&P 500. The fund is sensitive to conditions in
the real estate industry, such as real estate values, property taxes,
overbuilding and interest rates.
The U.S. Government Reserve Fund invests in U.S. Government securities as well
as entering into reverse repurchase agreements. The fund seeks as high a level
of current income as is consistent with security of principal and liquidity. The
fund seeks to preserve the share value of $1.00. The rate of income varies from
day to day, generally reflecting changes in short-term interest rates.
The U.S. Bond Index Fund seeks to provide investment results that correspond to
the aggregate price and interest performance of the debt securities in the
Lehman Brothers Aggregate Bond Index. The fund's investments include U.S.
Treasury and U.S. Government securities, corporate bonds, asset-backed and
mortgage-backed securities and U.S. dollar denominated foreign securities with
maturities of at least one year and an investment-grade of medium to high
quality or above.
The Iomega Stock Fund invests only in Iomega common stock. A small amount of the
Iomega Stock Fund (approximately 1 to 6 percent) is held in cash to meet the
Plan's liquidity needs for making distributions and transfers. Shares of Iomega
stock are bought and sold over-the-counter each pay period based on
participants' elections. Voting rights for the common stock held in the Iomega
Stock Fund are passed through to participants. The market value of the Iomega
Stock Fund is determined based on unitized stock accounting.
The Participant Loan Fund is invested solely in promissory notes executed by
participants. With the Plan's consent, a participant may borrow from his or her
account up to the lesser of $50,000 or 50 percent of the participant's vested
interest. The outstanding balance of all prior loans under the Plan or any other
plan maintained by Iomega or its affiliates reduces the amount available for
future loans. Moreover, the $50,000 limit is reduced by the amount of any loan
repayments made during the most recent 12 months. The minimum amount for any
loan is $1,000. As of December 31, 1999, the loans bear interest at rates
ranging from 8.3 to 10.0 percent. Loans must be repaid within five years, except
for loans used to acquire a principal residence which must be repaid over a
reasonable period of time not to exceed 10 years. All loans, regardless of term,
become due and payable when the participant's employment terminates.
Termination of the Plan
Iomega may terminate the Plan at any time subject to the provisions of the
Employee Retirement Income Security Act of 1974, as amended.
(2) SUMMARY OF ACCOUNTING POLICIES
Basis of Accounting
The accounting records of the Plan are maintained on the accrual basis in
accordance with generally accepted accounting principles. Distributions to
participants are recorded when paid.
Investments
Contributions are invested in various securities. Participants direct the
trustee as to the investment of all contributions. Investments are carried at
fair value based on quoted market prices. Unrealized appreciation or
depreciation caused by fluctuations in the fair value of investments is
recognized currently. Interest and dividends are reinvested as earned.
Distributions to Terminated Participants and Forfeitures
During the year ended December 31, 1999, some participants terminated from the
Plan. Participants terminating prior to retirement that have a vested benefit
balance in excess of $5,000 may leave their vested benefits in the Plan. The
Plan provides for the distribution of vested benefits to terminated participants
no later than April 1 following the calendar year in which the participant
attained age 70 1/2. During the year ended December 31, 1999, vested benefits
distributed to terminated participants were $6,455,133. Non-vested benefits
which are forfeited are utilized to reduce the Company contributions to the Plan
and have been reallocated to continuing participants. During the year ended
December 31, 1999, forfeitures reallocated totaled $212,974.
Expenses
Iomega pays all administrative expenses relating to investment and management of
Plan funds, including legal and accounting fees, except operating expenses of
the investment funds which are deducted directly from investment returns by
Fidelity (as noted in "Investment Options").
(3) NET UNREALIZED APPRECIATION (DEPRECIATION) IN FAIR MARKET
VALUE OF INVESTMENTS
The Plan provides that the fair value of all investments shall be determined at
the end of each Plan year. Net unrealized appreciation or depreciation in the
fair value of investments is determined by computing the difference between the
fair value of each investment at the beginning of the Plan year (or at the date
of purchase for investments acquired during the Plan year) with the fair market
value at the end of the Plan year.
(4) TAX STATUS
The Plan is subject to the Employee Retirement Income Security Act of 1974
("ERISA") and certain provisions of the Internal Revenue Code ("IRC"). The Plan
is intended to qualify under Section 401(a) of the IRC. The Internal Revenue
Service issued a favorable determination letter dated October 26, 1994 ruling
that the Plan was designed in accordance with applicable IRC requirements as of
that date. The Plan's steering committee and legal counsel believe that the Plan
continues to be designed and operated in accordance with applicable IRC
requirements. The Plan does not provide for federal income taxes, as the
qualified plan trust is exempt from income taxes.
<PAGE>
IOMEGA RETIREMENT AND INVESTMENT SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1999
<TABLE>
(c) Number of (d) Current
(a) (b) Issuer/Investment Type Units Held Value
--------------------------------------------------------------------------------
<S> <C> <C>
Fidelity Management Trust Company:
* Magellan 66,753 $ 9,120,515
* Contrafund 305,533 18,338,119
* Managed Income Portfolio 2,646,784 2,646,784
* Retirement Money Market Portfolio 2,552,403 2,552,403
* Short-Term Bond Portfolio 96,803 822,830
* Equity Income II 202,890 5,553,087
* Asset Manager 156,206 2,871,060
* Spartan U.S. Equity Index Portfolio 124,850 6,503,423
* Diversified International 28,873 739,726
* Export and Multinational 22,211 487,984
* Real Estate Investment Portfolio 15,296 224,851
* U.S. Government Reserves 42,398 42,398
* U.S. Bond Index 62,738 639,295
* Iomega Stock Fund 1,531,637 4,443,252
* Participant Loan Fund Interest rates
ranging from 8.3%
to 10.0% 892,619
-----------------
$ 55,878,346
=================
*Denotes party-in-interest
</TABLE>
<PAGE>
EIN: 86-0385884
PLAN NUMBER: 001
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons that administer the employee benefit plan) have
duly caused this annual report to be signed on behalf of the undersigned
hereunto duly authorized, in the City of Roy, Utah, on the 28th day of June
2000.
IOMEGA RETIREMENT AND
INVESTMENT SAVINGS PLAN
By: /s/ Charlotte L. Miller
------------------------------------------
Charlotte L. Miller
Vice President, Human Resources
EXHIBIT INDEX
The following exhibits are filed as part of this Annual Report on Form 11-K.
Exhibit
Number Description
------------ -----------------------------------------------------
23.1 Consent of Arthur Andersen LLP
