<PAGE>
FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(MARK ONE:)
[X] Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of
1934
For the fiscal year ended December 31, 1993
-----------------
Or
[ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act
of 1934
For the transition period from _________ to __________
Commission file number 0-11103
-------
CENTOCOR QUALIFIED
SAVINGS AND RETIREMENT PLAN
(Full title of the Plan)
Centocor, Inc.
200 Great Valley Parkway
Malvern, PA 19355
(Name of issuer of the securities held
pursuant to the plan and the address of its
principal executive office)
<PAGE>
Centocor Qualified Savings and Retirement Plan
- - - - - ----------------------------------------------
Index to Financial Statements and Schedules
- - - - - -------------------------------------------
<TABLE>
<CAPTION>
<C> <S>
Page 3 Independent Auditors' Report
Page 4 Statements of Net Assets Available for Plan Benefits as of December
31, 1993 and 1992
Page 5 Statements of Changes in Net Assets Available for Plan Benefits for
the years ended December 31, 1993, 1992 and 1991
Pages 6-11 Notes to Financial Statements
Page 12 Schedule II - Allocation of Plan Assets and Liabilities to
Investment Programs
Pages 13,14 Schedule III - Allocation of Changes in Plan Equity to Investment
Programs
Page 15 Item 27d - Schedule of Reportable Transactions
</TABLE>
2
<PAGE>
Independent Auditors' Report
----------------------------
To the Participants of the Centocor Qualified Savings and Retirement Plan
and the 401(k) Administrative Committee of Centocor, Inc.:
We have audited the accompanying statements of net assets available for plan
benefits of the Centocor Qualified Savings and Retirement Plan as of December
31, 1993 and 1992, and the related statements of changes in net assets available
for plan benefits for each of the years in the three-year period ended December
31, 1993. In connection with our audits of the aforementioned financial
statements, we also have audited the related financial statement schedules as
listed in the accompanying index. These financial statements and financial
statement schedules are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements and
financial statement schedules 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 plan benefits of the
Centocor Qualified Savings and Retirement Plan at December 31, 1993 and 1992 and
the changes in net assets available for plan benefits for each of the years in
the three-year period ended December 31, 1993, in conformity with generally
accepted accounting principles. Also in our opinion, the related financial
statement schedules, when considered in relation to the basic financial
statements taken as a whole, present fairly, in all material respects, the
information set forth therein.
KPMG Peat Marwick
June 10, 1994
3
<PAGE>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
<TABLE>
<CAPTION>
December 31,
--------------------------
1993 1992 *
<S> <C> <C>
Assets:
Investments (Notes 3 and 7):
Centocor, Inc. Common Stock $1,411,356 $1,433,851
Corestates Money Market Funds and Cash 95,441 184,481
CoreFund Treasury Reserve Series A 1,082,802 -
Short-Term Government Fund - 1,222,961
CoreFund Intermediate Bond Fund Series A 1,337,077 -
Corestates Intermediate Debt Fund - 1,498,281
CoreFund Equity Index Fund Series A 3,436,630 -
Corestates Growth and Income Equity Fund - 3,708,035
--------------------------
7,363,306 8,047,609
Interest and dividends receivable 25,492 22,067
Other assets:
Employer's contribution receivable (Note 2) 246,226 1,017,777
Employee contribution receivable 30,528 165,637
Loans receivable from participants 89,038 126,336
--------------------------
365,792 1,309,750
--------------------------
Total assets $7,754,590 $9,379,426
==========================
Liabilities and Plan Equity:
Transfers payable to related parties (Note 6) $46,488 -
Plan equity (Notes 2 and 7) 7,708,102 $9,379,426
--------------------------
Total liabilities and plan equity $7,754,590 $9,379,426
==========================
</TABLE>
* Certain items have been reclassified to conform to current year
classifications.
See accompanying Notes to Financial Statements.
4
<PAGE>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
<TABLE>
<CAPTION>
Years ended December 31,
-------------------------------------------
1993 1992* 1991*
---- ----- -----
<S> <C> <C> <C>
Interest and other income $53,700 $228,492 $190,404
Realized gains (losses) on sale of investments (Note 3) 161,356 (130,587) 31,155
Unrealized appreciation (depreciation)
of investments (Notes 3 and 7) (600,656) (2,397,490) 2,233,985
Contributions (Note 2):
Employee 1,664,213 3,606,443 2,320,650
Employer 378,987 1,017,778 484,917
------------ ------------ ------------
Total contributions 2,043,200 4,624,221 2,805,567
Withdrawals (Note 2):
Benefits paid (3,229,524) (1,524,382) (153,169)
Transfers to related party (46,488) - -
Loan advances (50,280) (69,172) (858)
Administrative expenses (2,632) - -
------------ ------------ ------------
(3,328,924) (1,593,554) (154,027)
Net increase (decrease) (1,671,324) 731,082 5,107,084
Plan Equity:
Beginning of year 9,379,426 8,648,344 3,541,260
------------ ------------ ------------
End of year $7,708,102 $9,379,426 $8,648,344
============ ============ ============
</TABLE>
* Certain items have been reclassified to conform to current year
classifications.
See accompanying Notes to Financial Statements
5
<PAGE>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
Note 1 Summary of Significant Accounting Policies
Basis of Presentation
---------------------
The accompanying financial statements have been prepared on the
accrual basis of accounting.
Investments
-----------
Investments are carried at market value which are determined by quoted
market prices, except for investments in U.S. Treasury Bills and the
various CoreStates Money Market Funds, which are carried at cost which
approximates market value.
Note 2 The following description of Centocor Qualified Savings and Retirement
Plan (the "Plan") provides only general information. Participants
should refer to the Plan document for a more complete description of
the Plan's provisions.
Description of Plan
-------------------
General
-------
Effective January 1, 1985, Centocor, Inc. (the "Company") established
the Plan, a defined contribution savings plan subject to the
provisions of the Employee Retirement Income Security Act of 1974
("ERISA"). Substantially all U.S. employees of the Company, or any of
its subsidiaries or affiliates, are eligible to participate in the
Plan. Employees may participate as of the first entry date following
the date of his/her employment. The entry dates are January 1, April
1, July 1 and October 1 ("Entry Date") of each calendar year.
Substantially all of the legal, accounting and administrative expenses
associated with Plan operations are paid by the Company.
Contributions
-------------
Eligible employees may make voluntary tax-deferred contributions of 1
to 15 percent of their eligible cash compensation up to certain annual
limits as prescribed by the U.S. Internal Revenue Service. Maximum
annual contributions may be limited at the discretion of the Company.
6
<PAGE>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
Employee contributions are invested as directed by the employee in any
of the four investment funds available under an investment contract
with the Trustee (see Notes 3 and 7). Company contributions are made
principally in the Company's Common Stock.
The Company may elect, but is not required, to make contributions to
the Plan for the benefit of the participating employees. To date,
contributions have been made as a percentage of the participants'
contributions for the year, as determined by the Company's Board of
Directors. In 1991, 1992 and 1993, the Company elected to contribute
an amount equal to 40 percent of the contributions of each employee
earning less than $65,000 per year and 30 percent of the contributions
of each employee earning $65,000 or more per year. The Company's
contribution is based upon annual employee contributions up to a level
of 6 percent of their cash compensation. Additionally, in 1992 and
1993, the Company committed to make a contribution equal to 1% of each
employee's compensation. At December 31, 1993, 16,790 shares of the
Company's Common Stock with a value of $208,198 determined by the
average trade price for the last twenty days in December and $38,028
in cash was due to the Plan from the Company for its 1993
contribution.
Participants' accounts
----------------------
Separate accounts are maintained by the Trustee for each participant.
Each participant's account reflects the participant's contribution,
the Company's contribution, interest, dividends, other income, and
gains or losses earned by each of the investment funds. Investment
income is reinvested in the same funds.
Participants may transfer all or a portion of their accounts among the
four investment funds available under the Plan. The transfer would
take effect on the Entry Date following the participant's written
notice of the change.
Vesting
-------
Employee contributions are fully (100 percent) vested and non-
forfeitable. Employer matching contributions are fully vested upon
death, total and permanent disability, or attainment of age 65;
otherwise, employer matching contributions are subject to vesting
percentages based on years of service, as defined by the Plan
documents. Employee non-vested forfeitures are used by the Company to
offset employer matching contributions. The employer matching
contributions vesting percentages are
7
<PAGE>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
as follows:
<TABLE>
<S> <C>
Less than one year of service 0%
One year of service 20%
Two years of service 40%
Three years of service 60%
Four years of service 80%
Five or more years of service 100%
</TABLE>
Payment of benefits
-------------------
Benefits from the participants' vested accounts are normally payable
to Plan participants upon retirement, death, termination of Company
employment or total and permanent disability. Included in plan equity
are benefits payable at December 31, 1993 and 1992 of $728,246 and
$305,060, respectively, representing amounts due to terminated
employees.
A participant, while still an employee, may generally withdraw all or
a portion of his vested, non-forfeitable tax-deferred contribution
account if such amount is needed to defray the cost of a medical
emergency, enable the participant to acquire or improve his principal
residence, or assist the participant in preventing eviction or
foreclosure proceedings. Such a withdrawal must first be taken as a
loan as noted below. Any additional funds required will be
distributed as a hardship withdrawal subject to income tax. Such loan
and withdrawal shall not exceed the amount required to meet the
immediate financial need created by the hardship and shall not be
reasonably available from other sources of the participant.
Loan provisions
---------------
Participants may borrow up to 50 percent of their vested account
balance not to exceed $50,000 and may take only one loan per year.
All such loans bear interest at prevailing market rates.
Note 3 Investments
-----------
The number of employees participating in the investment funds at
December 31, 1993 was as follows:
8
<PAGE>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
<TABLE>
<S> <C>
Centocor, Inc. Common Stock Fund 425
Short-Term Government Securities Fund 174
Intermediate Debt Fund 240
Growth and Income Fund 344
</TABLE>
The Centocor Common Stock Fund consists primarily of shares of
Centocor, Inc. Common Stock, with a portion of funds invested in
government money market fund pending purchase of the Company's Common
Stock, and to provide liquidity. The Short-Term Government Fund
consists of CoreFund Treasury Reserve Fund Series A which invests in
U.S. Treasury Bills with maturities of one-year or less, with a
portion invested in the money market fund noted above. The
Intermediate Debt Fund consists of the CoreFund Intermediate Bond Fund
Series A which invests in U.S. government and government agencies
securities and securities guaranteed by the U.S. government, as well
as, unsecured debt instruments of corporations, all with various
maturities up to ten years. Part of this fund may also be invested in
the money market fund noted above. The Growth and Income Fund
consists of the CoreFund Equity Index Fund Series A which invests in
equity securities of corporations, with a portion in the money market
fund noted above.
Custody of the Plan's investments is maintained by the Trustee,
CoreStates Bank, N.A. Plan investments at December 31, 1993 and 1992
were as follows (see Note 7):
<TABLE>
<CAPTION>
Name of Issuer Number of Shares
and Title of Issue Principal Amount Cost Fair Value
------------------ ---------------- ---- ----------
At December 31, 1993
--------------------
<S> <C> <C> <C>
Centocor, Inc. Common Stock 118,851 $1,846,728 $1,411,356
Corestates Money Market Funds and Cash 95,441 95,441 95,441
CoreFund Treasury Reserve A 1,082,802 1,082,802 1,082,802
CoreFund Intermediate Bond Fund Series A 132,910 1,333,422 1,337,077
CoreFund Equity Index Fund Series A 159,030 3,271,787 3,436,630
---------
$7,363,306
=========
</TABLE>
9
<PAGE>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
At December 31, 1992
--------------------
<S> <C> <C> <C>
Centocor, Inc. Common Stock 88,237 $1,692,954 $1,433,851
Corestates Money Market Funds and Cash $ 184,481 $ 184,481 184,481
U.S. Treasury Bills
various due 4/1/93 to 9/23/93 $1,250,000 $1,222,961 1,222,961
Corestates Intermediate Debt Fund 13,289 $1,456,831 1,498,281
Corestates Growth & Income Equity Fund 93,346 $3,156,600 3,708,035
---------
$8,047,609
=========
</TABLE>
Net realized gains of $161,356 in 1993 resulted principally from the
sale of the Corestates Growth and Income Equity Fund offset by
realized losses from the sale of shares of the Company's Common Stock.
Net realized losses of $130,587 in 1992 resulted principally from the
sale of shares of the Company's Common Stock. Net realized gains of
$31,155 in 1991 resulted principally from the sale of shares of the
Company's Common Stock.
The net unrealized appreciation (depreciation) on investments as of
and for the years ended December 31, 1993, 1992 and 1991 was as
follows (see Note 7):
<TABLE>
<CAPTION>
Corestates
Centocor, Inc. Intermediate Growth &
Common Stock Debt Fund Income Fund Total
-------------- --------- ----------- -----
<S> <C> <C> <C> <C>
Balance at December 31, 1990 $ 483,380 $ 5,791 $ 8,116 $ 497,287
Appreciation 1,814,650 43,076 376,259 2,233,985
---------- ------- ------- ---------
Balance at December 31, 1991 2,298,030 48,867 384,375 2,731,272
Appreciation (depreciation) (2,557,133) (7,417) 167,060 (2,397,490)
---------- ------- ------- ---------
Balance at December 31, 1992 (259,103) 41,450 551,435 333,782
Depreciation (176,269) (37,795) (386,592) (600,656)
---------- ------- -------- ---------
Balance at December 31, 1993 $ (435,372) $ 3,655 $ 164,843 $ (266,874)
========== ======= ======== =========
</TABLE>
Note 4 Federal Income Taxes
--------------------
The Internal Revenue Service has made a determination that the Plan
has complied with the requirements of ERISA and therefore is qualified
under provisions of Section 401(a) of the Internal Revenue Code and is
exempt from Federal income tax.
A participant must pay regular income tax plus a 10 percent excise tax
for withdrawal of any portion of his accumulated pre-tax account
balance, or the portion of his account balance representing Company
contributions or earnings prior to retirement, disability, or
attaining age 59-1/2 and not meeting the requirements of a loan.
10
<PAGE>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
Note 5 Plan Termination
----------------
Although it has not expressed an intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and
to terminate the Plan subject to the provisions of ERISA.
Note 6 Related Party
-------------
Transfers payable to related party plans represent net assets
available for Plan Benefits of participants who had formerly worked
for the Company and are now employed by a 35 percent owned subsidiary
of Centocor, Inc. The companies share a common member of the Board of
Directors.
Note 7 Subsequent Events
-----------------
Additional Investment Options
-----------------------------
Effective January 1, 1994, the plan added a new investment option.
The investment will be in the CoreFund Growth Equity Fund Series A.
The object of this fund is capital growth by investing primarily in
equity securities.
11
<PAGE>
SCHEDULE II
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
ALLOCATION OF PLAN ASSETS AND LIABILITIES TO INVESTMENT PROGRAMS
DECEMBER 31, 1993 AND 1992
<TABLE>
<CAPTION>
1993
------------------------------------------------------------------------------
SHORT CORESTATES
TERM CENTOCOR INTER- GROWTH
GOVERNMENT COMMON MEDIATE &
SECURITIES STOCK LOAN DEBT INCOME
ASSETS FUND FUND FUND FUND FUND TOTAL
------ ------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
CENTOCOR INC. COMMON STOCK - $1,411,356 - - - $1,411,356
CORESTATES MONEY MARKET FUNDS
AND CASH $7,733 15,071 $25,689 $17,765 $29,183 95,441
COREFUND TREASURY RESERVE SERIES A 1,082,802 - - - - 1,082,802
SHORT-TERM GOVERNMENT FUND - - - - - -
COREFUND INTERMEDIATE BOND
FUND SERIES A - - - 1,337,077 - 1,337,077
CORESTATES INTERMEDIATE
DEBT FUND - - - - - -
COREFUND EQUITY INDEX FUND SERIES A - - - - 3,436,630 3,436,630
CORESTATES GROWTH AND INCOME
EQUITY FUND - - - - - -
INTEREST AND DIVIDENDS RECEIVABLE - - - 4,595 20,897 25,492
EMPLOYER'S CONTRIBUTION RECEIVABLE 4,340 220,354 - 5,741 15,791 246,226
EMPLOYEE CONTRIBUTION RECEIVABLE 3,605 3,148 7,783 15,992 30,528
LOANS RECEIVABLE FROM PARTICIPANTS - - 89,038 - - 89,038
------------------------------------------------------------------------------
TOTAL ASSETS $1,098,480 $1,649,929 $114,727 $1,372,961 $3,518,493 $7,754,590
==============================================================================
LIABILITIES AND PLAN EQUITY
---------------------------
TRANSFERS PAYABLE TO RELATED PARTIES $17,629 ($17,128) - - $45,987 $46,488
NET INTERFUND INVESTMENT REDIRECTION 175,479 31,125 - 46,721 (253,325) -
------------------------------------------------------------------------------
PLAN EQUITY 905,372 1,635,932 114,727 1,326,240 3,725,831 7,708,102
------------------------------------------------------------------------------
TOTAL LIABILITIES AND PLAN EQUITY $1,098,480 $1,649,929 $114,727 $1,372,961 $3,518,493 $7,754,590
==============================================================================
</TABLE>
<TABLE>
<CAPTION>
1992 *
--------------------------------------------------------------------------------
SHORT CORESTATES
TERM CENTOCOR INTER- GROWTH
GOVERNMENT COMMON MEDIATE &
SECURITIES STOCK LOAN DEBT INCOME
ASSETS FUND FUND FUND FUND FUND TOTAL
------ --------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
CENTOCOR INC. COMMON STOCK - $1,433,851 - - - $1,433,851
CORESTATES MONEY MARKET FUNDS
AND CASH $353,302 144,675 $28,838 $139,068 ($481,402) 184,481
COREFUND TREASURY RESERVE SERIES A
SHORT-TERM GOVERNMENT FUND 1,222,961 - - - - 1,222,961
COREFUND INTERMEDIATE BOND
FUND SERIES A - - - - - -
CORESTATES INTERMEDIATE
DEBT FUND - - - 1,498,281 - 1,498,281
COREFUND EQUITY INDEX FUND SERIES A - - - - - -
CORESTATES GROWTH AND INCOME
EQUITY FUND - - - - 3,708,035 3,708,035
INTEREST AND DIVIDENDS RECEIVABLE 9,527 - - 7,716 4,824 22,067
EMPLOYER'S CONTRIBUTION RECEIVABLE 4,517 985,249 - 11,802 16,209 1,017,777
EMPLOYEE CONTRIBUTION RECEIVABLE 24,299 29,946 - 35,514 75,878 165,637
LOANS RECEIVABLE FROM PARTICIPANTS - - 126,336 - - 126,336
--------------------------------------------------------------------------------
TOTAL ASSETS $1,614,606 $2,593,721 $155,174 $1,692,381 $3,323,544 $9,379,426
================================================================================
LIABILITIES AND PLAN EQUITY
---------------------------
TRANSFERS PAYABLE TO RELATED PARTIES - - - - - -
NET INTERFUND INVESTMENT REDIRECTION $151,453 $12,087 - $44,073 ($207,613) -
--------------------------------------------------------------------------------
PLAN EQUITY 1,463,153 2,581,634 155,174 1,648,308 3,531,157 9,379,426
--------------------------------------------------------------------------------
TOTAL LIABILITIES AND PLAN EQUITY $1,614,606 $2,593,721 $155,174 $1,692,381 $3,323,544 $9,379,426
================================================================================
* Certain items have been reclassified to conform to current year classifications.
</TABLE>
12
<PAGE>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN
ALLOCATION OF PLAN INCOME AND CHANGES IN PLAN EQUITY TO INVESTMENT PROGRAMS
YEARS ENDED DECEMBER 31, 1993, 1992 AND 1991
<TABLE>
<CAPTION>
1993
--------------------------------------------------------------------------------------
SHORT CORESTATES
TERM CENTOCOR INTER- GROWTH
GOVERNMENT COMMON MEDIATE &
SECURITIES STOCK LOAN DEBT INCOME
FUND FUND FUND FUND FUND TOTAL
--------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
INTEREST & OTHER INCOME $18,358 $1,149 $8,694 $4,595 $20,904 $53,700
REALIZED GAINS (LOSSES) ON SALE OF
INVESTMENTS - (494,116) - 54,785 600,687 161,356
UNREALIZED APPRECIATION
(DEPRECIATION) OF
INVESTMENTS - (176,269) - (37,795) (386,592) (600,656)
CONTRIBUTIONS:
EMPLOYEE 244,252 211,176 - 377,869 830,916 1,664,213
EMPLOYER 6,615 340,960 - 8,045 23,367 378,987
WITHDRAWALS:
BENEFITS PAID (609,587) (421,577) - (742,704) (1,455,656) (3,229,524)
TRANSFERS TO RELATED PARTY (17,629) 17,128 - - (45,987) (46,488)
LOAN ADVANCES - - (50,280) - - (50,280)
ADMINISTRATIVE EXPENSES - - (2,632) - - (2,632)
NET INTERFUND INVESTMENT REDIRECTION (199,790) (424,153) 3,771 13,137 607,035 -
--------------------------------------------------------------------------------------
NET INCREASE (DECREASE) (557,781) (945,702) (40,447) (322,068) 194,674 (1,671,324)
PLAN EQUITY AT
BEGINNING OF PERIOD 1,463,153 2,581,634 155,174 1,648,308 3,531,157 9,379,426
--------------------------------------------------------------------------------------
PLAN EQUITY AT
END OF PERIOD $905,372 $1,635,932 $114,727 $1,326,240 $3,725,831 $7,708,102
======================================================================================
</TABLE>
<TABLE>
<CAPTION>
SCHEDULE III
1992 *
-------------------------------------------------------------------------------------
SHORT CORESTATES
TERM CENTOCOR INTER- GROWTH
GOVERNMENT COMMON MEDIATE &
SECURITIES STOCK LOAN DEBT INCOME
FUND FUND FUND FUND FUND TOTAL
-------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
INTEREST & OTHER INCOME $68,803 $1,841 $8,891 $86,350 $62,607 $228,492
REALIZED GAINS (LOSSES) ON SALE OF
INVESTMENTS - (131,293) - 706 - (130,587)
UNREALIZED APPRECIATION
(DEPRECIATION) OF
INVESTMENTS - (2,557,133) - (7,417) 167,060 (2,397,490)
CONTRIBUTIONS:
EMPLOYEE 575,146 728,267 - 638,215 1,664,815 3,606,443
EMPLOYER 4,517 985,248 - 11,803 16,210 1,017,778
WITHDRAWALS:
BENEFITS PAID (286,554) (280,820) - (133,668) (823,340) (1,524,382)
TRANSFERS TO RELATED PARTY - - - - - -
LOAN ADVANCES - - (69,172) - - (69,172)
ADMINISTRATIVE EXPENSES - - - - - -
NET INTERFUND INVESTMENT REDIRECTION (334,220) 45,182 165,535 (18,507) 142,010 -
-------------------------------------------------------------------------------------
NET INCREASE (DECREASE) 27,692 (1,208,708) 105,254 577,482 1,229,362 731,082
PLAN EQUITY AT
BEGINNING OF PERIOD 1,435,461 3,790,342 49,920 1,070,826 2,301,795 8,648,344
-------------------------------------------------------------------------------------
PLAN EQUITY AT
END OF PERIOD $1,463,153 $2,581,634 $155,174 $1,648,308 $3,531,157 $9,379,426
=====================================================================================
* Certain items have been reclassified to conform to current year classifications.
</TABLE>
13
<PAGE>
<TABLE>
<CAPTION>
CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN SCHEDULE III cont.
ALLOCATION OF PLAN INCOME AND CHANGES IN PLAN EQUITY TO INVESTMENT PROGRAMS
YEARS ENDED DECEMBER 31, 1993, 1992 AND 1991
1991 *
------------------------------------------------------------------------------
SHORT CORESTATES
TERM CENTOCOR INTER-
GOVERNMENT COMMON MEDIATE HAMILTON
SECURITIES STOCK LOAN DEBT EQUITY
FUND FUND FUND FUND FUND TOTAL
------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
INTEREST & OTHER INCOME $86,241 $1,717 $4,993 $58,120 $39,333 $190,404
REALIZED GAINS (LOSSES) ON SALE OF
INVESTMENTS - 31,155 - - - 31,155
UNREALIZED APPRECIATION
(DEPRECIATION) OF
INVESTMENTS - 1,814,650 - 43,076 376,259 2,233,985
CONTRIBUTIONS:
EMPLOYEE 598,065 390,163 - 463,407 869,015 2,320,650
EMPLOYER 1,271 468,102 - 5,623 9,921 484,917
WITHDRAWALS:
BENEFITS PAID (100,834) (29,845) - (12,862) (9,628) (153,169)
TRANSFERS TO RELATED PARTY - - - - - -
LOAN ADVANCES - - (858) - - (858)
ADMINISTRATIVE EXPENSES - - - - - -
NET INTERFUND INVESTMENT REDIRECTION (216,952) (106,090) 28,501 6,549 287,992 -
----------------------------------------------------------------------------
NET INCREASE (DECREASE) 367,791 2,569,852 32,636 563,913 1,572,892 5,107,084
PLAN EQUITY AT
BEGINNING OF PERIOD 1,067,670 1,220,490 17,284 506,913 728,903 3,541,260
----------------------------------------------------------------------------
PLAN EQUITY AT
END OF PERIOD $1,435,461 $3,790,342 $49,920 $1,070,826 $2,301,795 $8,648,344
============================================================================
</TABLE>
* Certain items have been reclassified to conform to current year
classifications.
14
<PAGE>
CENTOCOR
QUALIFIED SAVINGS AND RETIREMENT PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1993
<TABLE>
<CAPTION>
Purchases Sales
--------------------- -----------------------------------------------
Shares or Shares or Net
Description of Assets Par Value Cost Par Value Proceeds Cost Gain/(Loss)
- - - - - --------------------- --------- ---- --------- -------- ---- -----------
<S> <C> <C> <C> <C> <C> <C>
Centocor Common Stock 48,970 $372,431 25,025 $184,829 392,591 (207,762)
CoreStates Intermediate
Bond Fund - - 13,289 1,498,281 1,456,831 41,450
CoreStates Intermediate
Bond Fund A 210,598 2,111,726 77,686 791,641 778,305 13,336
CoreStates Liquidity Fund 7,523,361 7,523,361 7,690,123 7,690,123 7,690,123 -
CoreFund Equity Index
Fund A 236,100 4,848,532 77,069 1,625,996 1,576,753 49,243
CoreStates Growth &
Income Equity Fund - - 93,346 3,708,036 3,156,600 551,436
CoreFund Treasury
Reserve Fund A 2,298,265 2,298,265 1,215,463 1,215,463 1,215,463 -
CoreFund Fiduciary
Treasury Reserve - - 353,270 353,270 353,270 -
Institutional Cash
Portfolio - - 348,845 348,845 348,845 -
U. S. Treasury Bills 348,845 348,845 1,571,806 1,571,806 1,571,806 -
</TABLE>
15
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Board
of Directors has duly caused this Annual Report to be signed by the undersigned
thereunto duly authorized.
CENTOCOR QUALIFIED SAVINGS
AND RETIREMENT PLAN
June 10, 1994 By:/s/David P. Holveck
-------------------
David P. Holveck
President and Chief Executive Officer
<PAGE>
Consent of Independent Auditors
The Board of Directors
Centocor, Inc.:
We consent to incorporation by reference in Registration Statement Nos. 33-00167
and 33-16285 on Form S-8 of Centocor, Inc. of our report dated June 10, 1994,
relating to the statements of net assets available for plan benefits of the
Centocor Qualified Savings and Retirement Plan as of December 31, 1993 and 1992,
and the related statements of changes in net assets available for plan benefits
for each of the years in the three-year period ended December 31, 1993 and
related schedules, which report appears in the December 31, 1993 annual report
on Form 11-K of the Centocor Qualified Savings and Retirement Plan.
KPMG Peat Marwick
Philadelphia, Pennsylvania
June 24, 1994
17
