-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GJaaF4u2LSU6MI872G1+eMcuH1rTPqMrySJvC6w1a7qVt9HhassqqaI5Nk+HM4n0 0NbPM8uNBlhkfv/XTTe+Kg== 0000010427-99-000024.txt : 19990624 0000010427-99-000024.hdr.sgml : 19990624 ACCESSION NUMBER: 0000010427-99-000024 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981228 FILED AS OF DATE: 19990623 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BAUSCH & LOMB INC CENTRAL INDEX KEY: 0000010427 STANDARD INDUSTRIAL CLASSIFICATION: OPHTHALMIC GOODS [3851] IRS NUMBER: 160345235 STATE OF INCORPORATION: NY FISCAL YEAR END: 1226 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-04105 FILM NUMBER: 99651061 BUSINESS ADDRESS: STREET 1: BAUSCH & LOMB INCORPORATED STREET 2: ONE BAUSCH & LOMB PLACE CITY: ROCHESTER STATE: NY ZIP: 14604-2701 BUSINESS PHONE: 7163386000 MAIL ADDRESS: STREET 1: ONE BAUSCH & LAMB PLACE STREET 2: P O BOX 54 CITY: ROCHESTER STATE: NY ZIP: 14604-2701 11-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________ FORM 11-K (Mark One) [X] Annual Report Pursuant to Section 15(d) of The Securities Exchange Act of 1934 For the fiscal year ended: December 31, 1998 OR [ ] Transition Report Pursuant to Section 15(d) of The Securities Exchange Act of 1934 For the transition period from_________to___________ Commission file number 1-4105 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: THE BAUSCH & LOMB SAVINGS PLUS PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: BAUSCH & LOMB, INC. ONE BAUSCH & LOMB PLACE ROCHESTER, NEW YORK 14604-2701 Required Information 1) Financial Statements and Schedules (and Notes thereto) prepared in accordance with the filing requirements of ERISA (attached) 2) Consent of Independent Accountants to Incorporation By Reference (attached) Signature The Bausch & Lomb Savings Plus Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Employee Benefits Administration Committee of Bausch & Lomb Incorporated has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. The Bausch & Lomb Savings Plus Plan Name of Plan Date: June 23, 1999 By: Alan H. Resnick, Plan Administrator The Bausch & Lomb SAVINGS PLUS PLAN Financial Statements and Supplemental Schedules December 31, 1998 and 1997 The Bausch & Lomb Savings Plus Plan Index to Financial Statements and Schedules PAGE Financial Statements: Report of Independent Accountants 2 Statements of Net Assets Available for Benefits, with Fund Information 3-4 as of December 31, 1998 and 1997 Statements of Changes in Net Assets Available for Benefits, with Fund Information 5-6 for the Year Ended December 31, 1998 Notes to Financial Statements 7-10 Supplemental Schedules:* Schedule - Schedule of Assets Held for Investment I Purposes at December 31, 1998 Schedule - Schedule of Reportable Transactions II for the Plan Year Ended December 31, 1998 * Other schedules required by Section 2520.103-10 of the Department of Labor's Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable. Report of Independent Accountants May 21, 1999 To the Participants and Administrator of The Bausch & Lomb Savings Plus Plan In our report dated July 31, 1998, we were unable to, and did not, express an opinion on the 1997 financial statements because, at the instruction of the plan administrator, we did not perform any auditing procedures with respect to the information summarized in Note 5. In conjunction with our audit of the 1998 financial statements, the plan administrator instructed us to perform, and we did perform, an audit of the 1997 financial statements in accordance with generally accepted auditing standards. Accordingly, we are now able to express an opinion on the 1997 financial statements. In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of The Bausch & Lomb Savings Plus Plan (the "Plan") at December 31, 1998 and 1997, and the changes in net assets available for benefits for the year ended December 31, 1998 in conformity with generally accepted accounting principles. 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 of these statements in accordance with generally accepted auditing standards which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes and reportable transactions 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 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 plan benefits and changes in net assets available for benefits of each fund. These supplemental schedules and fund information are the responsibility of the Plan's management. 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. The Bausch & Lomb Savings Plus Plan Statement of Net Assets Available for Benefits, with Fund Information Page 1 of 2 Fund Information at December 31, 1998 Participant Directed S&P 500 B&L Equity Balanced Income Index Growth Stock Assets Fund Fund Fund Fund Fund Fund Investments at fair value: Mutual funds 63,544,672 32,632,813 34,021,486 25,967,104 Loans receivable from participants Bausch & Lomb Incorporated common stock 86,062,080 Short-term investments 7,104,420 70 Investments at conract value: Metropolitan Life Insurance Company 7,393,157 Bernstein Monumental Investment Contract 23,064,457 Clover Capital Monumental Investment Contract 22,474,575 MAS Monumental Investment 9,663,983 Contract Total investments 63,544,672 32,632,813 69,700,592 34,021,486 25,967,104 86,062,150 Receivables: Accrued interest and dividends 31,292 2,034,753 375,749 Securities sold 150,036 Total receivables - - 31,292 - 2,034,753 525,785 Total assets 63,544,672 32,632,813 69,731,884 34,021,486 28,001,857 86,587,935 Liabilities Due to Plan sponsor 500,000 Total - - 500,000 - - - liabilities Net assets available for benefits 63,544,672 32,632,813 69,231,884 34,021,486 28,001,857 86,587,935
The Bausch & Lomb Savings Plus Plan Statement of Net Assets Available for Benefits, with Fund Information Page 2 of 2 Fund Information at December 31, 1998 Participant Directed Loan Asssets Fund Total Investments at fair value: Mutual funds 156,166,075 Loans receivable from participants 10,402,825 10,402,825 Bausch & Lomb Incorporated common Stock 86,062,080 Short-term investments 7,104,490 Investments at conract value: Metropolitan Life Insurance Company 7,393,157 Bernstein Monumental Investment Contract 23,064,457 Clover Capital Monumental Investment Contract 22,474,575 MAS Monumental Investment Contract 9,663,983 Total investments 10,402,825 322,331,642 Receivables: Accrued interest and dividends 2,441,794 Securities sold 150,036 Total receivables - 2,591,830 Total assets 10,402,825 324,923,472 Liabilities Due to Plan sponsor 500,000 Total liabilities - 500,000 Net assets available for benefits 10,402,825 324,423,472 The accompanying notes are an integral part of these financial statements.
The Bausch & Lomb Savings Plus Plan Statement of Net Assets Available for Benefits, with Fund Information Page 1 of 2 Fund Information at December 31, 1997 Participant Directed S&P 500 B&L Equity Balanced Income Index Growth Stock Assets Fund Fund Fund Fund Fund Fund Investments at fair value: Mutual funds 61,181,591 28,680,043 22,118,819 20,822,530 Loans receivable from participants Bausch & Lomb Incorporated common stock 57,126,332 Short-term investments 3,531,238 349,097 Investments at Conract value: Metropolitan Life Insurance Company 6,915,406 Bernstein Monumental Investment Contract 21,592,093 Clover Capital Commonwealth Investment Contract 21,246,525 MAS Commonwealth Investment Contract 10,053,098 Citibank SAVER Bank Investment Contract 3,354,532 Total investments 61,181,591 28,680,043 66,692,892 22,118,819 20,822,530 57,475,429 Accrued interest and dividends receivable 21,269 376,347 Net assets available for benefits 61,181,591 28,680,043 66,714,161 22,118,819 20,822,530 57,851,776
The Bausch & Lomb Savings Plus Plan Statement of Net Assets Available for Benefits, with Fund Information Page 2 of 2 Fund Information at December 31, 1998 Participant Directed Loan Assets Fund Total fair value: Mutual funds 132,802,983 Loan receivable from participants 10,577,589 10,577,589 Bausch & Lomb Incorporated common stock 57,126,332 Short-term investments 3,880,335 Investments at Conract value: Metropolitan Life Insurance Company 6,915,406 Bernstein Monumental Investment Contract 21,592,093 Clover Capital Commonwealth Investment Contract 21,246,525 MAS Commonwealth Investment Contract 10,053,098 Citibank SAVER Bank Investment Contract 3,354,532 Total investments 10,577,589 267,548,893 Accrued interest and dividends receivable 397,626 Net assets available for benefits 10,577,589 267,946,509 The accompanying notes are an integral part of these financial statements.
The Bausch & Lomb Savings Plus Plan Statement of Changes in Net Assets Available for Benefits, with Fund Information Page 1 of 2 Fund Information at December 31, 1998 Participant Directed S&P 500 B&L Equity Balanced Income Index Growth Stock Additions to net Fund Fund Fund Fund Fund Fund assets attributed to: Contributions - Employee 4,473,145 2,739,471 4,073,667 4,071,312 3,511,567 272,541 Employer 6,089,166 Total contributions 4,473,145 2,739,471 4,073,667 4,071,312 3,511,567 6,361,707 Investment income - Interest/dividends 3,666,737 3,309,690 4,123,404 631,535 2,070,805 1,498,992 Net appreciation in fair value of investments 3,452,895 1,417,614 6,338,933 4,456,534 29,522,176 Total investment income 7,119,632 4,727,304 4,123,404 6,970,468 6,527,339 31,021,168 Total additions 11,592,777 7,466,775 8,197,071 11,041,780 10,038,906 37,382,875 Deductions from net assets attributed to: Benefits paid to and withdrawals by participants 5,299,773 2,508,911 9,406,114 2,556,801 2,398,851 6,609,733 Total deductions 5,299,773 2,508,911 9,406,114 2,556,801 2,398,851 6,609,733 Net increase (decrease) prior to transfers 6,293,004 4,957,864 (1,209,043) 8,484,979 7,640,055 30,773,142 Transfers, net (3,929,923)(1,005,094) 3,726,766 3,417,688 (460,728) (2,036,983) Net increase (decrease) 2,363,081 3,952,770 2,517,723 11,902,667 7,179,327 28,736,159 Net assets available for benefits: Beginning of year 61,181,591 28,680,043 66,714,161 22,118,819 20,822,530 57,851,776 End of year 63,544,672 32,632,813 69,231,884 34,021,486 28,001,857 86,587,935
The Bausch & Lomb Savings Plus Plan Statement of Changes in Net Assets Available for Benefits, with Fund Information Page 2 of 2 Fund Information at December 31, 1998 Participant Directed Loan Fund Total Additions to net Assets attributed to: Contributions - Employee 19,141,703 Employer 6,089,166 Total contributions 25,230,869 Investment income - 863,202 16,164,365 Interest/dividends Net appreciation in fair value of investments 45,188,152 Total investment income 863,202 61,352,517 Total additions 863,202 86,583,386 Deductions from net assets attributed to: Benefits paid to and withdrawals by participants 1,326,240 30,106,423 Total deductions 1,326,240 30,106,423 Net increase (decrease)prior to transfers (463,038) 56,476,963 Transfers, net 288,274 - Net increase (decrease) (174,764) 56,476,963 Net assets available for benefits: Beginning of year 10,577,589 267,946,509 End of year 10,402,825 324,423,472 The accompanying notes are an integral part of these financial statements.
The Bausch & Lomb Savings Plus Plan Statement of Changes in Net Assets Available for Benefits, with Fund Information Page 1 of 2 Fund Information at December 31, 1997 Participant Directed S&P 500 B&L Equity Balanced Income Index Growth Stock Fund Fund Fund Fund Fund Fund Additions to net Assets attributed to: Contributions - Employee 3,617,605 2,388,487 4,684,101 2,355,354 2,810,462 14,811 Employer 5,834,007 Total contributions 3,617,605 2,388,487 4,684,101 2,355,354 2,810,462 5,848,818 Investment income - Interest/dividends 3,413,393 2,325,896 4,647,793 439,496 1,977,213 1,522,803 Net appreciation in fair value of investments 11,016,626 3,010,016 4,163,317 1,892,600 6,652,406 Total investment income 14,430,019 5,335,912 4,647,793 4,602,813 3,869,813 8,175,209 Total additions 18,047,624 7,724,399 9,331,894 6,958,167 6,680,275 14,024,027 Deductions from net assets attributed to: Benefits paid to and withdrawals by participants 5,647,188 3,099,056 7,738,435 1,587,199 2,864,873 5,793,126 Total deductions 5,647,188 3,099,056 7,738,435 1,587,199 2,864,873 5,793,126 Net increase (decrease) prior to transfers 12,400,436 4,625,343 1,593,459 5,370,968 3,815,402 8,230,901 Transfers, net 113,570 (390,663)(4,339,612) 5,423,838 583,167 (1,336,020) Net increase (decrease) 12,514,006 4,234,680 (2,746,153) 10,794,806 4,398,569 6,894,881 Net assets available for benefits: Beginning of year 48,667,585 24,445,363 69,460,314 11,324,013 16,423,961 50,956,895 End of year 61,181,591 28,680,043 66,714,161 22,118,819 20,822,530 57,851,776
The Bausch & Lomb Savings Plus Plan Statement of Changes in Net Assets Available for Benefits, with Fund Information Page 2 of 2 Fund Information at December 31, 1998 Participant Directed Loan Fund Total Additions to net Assets attributed to: Contributions - Employee 15,870,820 Employer 5,834,007 Total contributions 21,704,827 Investment income - Interest/dividends 853,889 15,180,483 Net appreciation in fair value of investments 26,734,965 Total investment income 853,889 41,915,448 Total additions 853,889 63,620,275 Deductions from net assets attributed to: Benefits paid to and withdrawals by participants 1,155,922 27,885,799 Total deductions 1,155,922 27,885,799 Net increase (decreasse) prior to transfers (302,033) 35,734,476 Transfers, net (54,280) - Net increase (decrease) (356,313) 35,734,476 Net assets available for benefits: Beginning of year 10,933,902 232,212,033 End of year 10,577,589 267,946,509 The accompanying notes are an integral part of these financial statements.
1. Description of Plan The Plan is a defined contribution plan covering substantially all employees of Bausch & Lomb Incorporated (the Company). It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). GENERAL The following description of The Bausch & Lomb Savings Plus Plan (the Plan) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. Contributions Employees may elect to participate in the Plan on their date of hire if they are scheduled to work at least 1,000 hours per Plan year. The allowable employee contribution ranges from 1% to 11% of pre-tax compensation. In addition, a participant may elect to contribute from 1% to 6% of compensation on an after-tax basis. In no event may the participant's rate of pre-tax savings contributions when added to the rate of after-tax savings contributions exceed 17% of eligible compensation. Participants may also contribute rollover contributions received in a lump sum from another qualified defined contribution or defined benefit retirement plan. Employer Matching Contributions For employees who have completed one year of eligible service, the Company is required to contribute, from its profits, an amount equal to 100% of the first 2% of each participant's pre-tax savings contributions plus 50% of the next 2% of each participant's pre-tax savings contributions. Company contributions are invested in Bausch & Lomb Incorporated common stock. Participants' Accounts Individual accounts are maintained for each Plan participant to reflect the participant's contributions and related matching contribution. Income and loss is allocated to the participants' accounts based on the ratio of the account balance of the individual participant to the aggregate of all account balances of all participants in the fund within the Plan. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. Investment Options Upon enrollment in the Plan, participants may direct employee contributions, in whole percentage increments, to any of the following six investment options. Equity Fund Employee contributions are directed to the Fidelity Equity Income Fund, which invests in both stocks and bonds. At any given point in time, at least 65% of the fund's total assets will be held in stock. Balanced Fund Employee contributions are directed to the Fidelity Puritan Fund, which has the objective of high income with preservation of capital. The fund invests in a broadly diversified portfolio of high-yielding equity and debt securities. Income Fund Seeks a stable return with the preservation and conservation of capital as the primary objective. The portfolio may purchase high- quality, short- and long-term guaranteed investment contracts (GICs), bank investment contracts (BICs), short-term money market instruments, and "synthetic" GICs. S&P 500 Index Fund Employee contributions are directed to the Fidelity Spartan U.S. Equity Index Fund which seeks a total return which corresponds to that of the Standard & Poor's 500 Index. Growth Fund Employee contributions are directed to the Fidelity Contra Fund, the goal of which is capital appreciation. B&L Stock Fund Funds are invested in common stock of Bausch & Lomb, Incorporated, the securities of the employer. Loans Plan participants may borrow from that portion of their account balance attributable to their pre-tax savings contributions and Company contributions. Participants may borrow up to one-half of their vested total in the pre-tax savings contributions and Company contributions, not to exceed $50,000. Participants' loans are secured by their account balances. The interest rate on such loans is determined by the Employee Benefits Administration Committee based on prevailing market interest rates at the time the loan is approved. For loans taken during 1998 and 1997, the interest rate charged was one percent over the published prime interest rate on the 25th of each month prior to the application (7.75% and 8.50% at December 31, 1998 and 1997, respectively). Vesting All active Plan participants are 100% vested in their contributions, as well as in all employer-matching contributions. Benefits On termination of service due to death, disability, or retirement, a participant may elect to receive a lump sum payment or life annuity. For payment of benefits due to other reasons, a participant may receive the value of the interest in his or her account as a lump-sum distribution. A participant may withdraw from his or her after-tax savings account prior to termination of employment subject to Plan provisions. Plan Termination Although it has not expressed any 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. In the event of Plan termination, participant accounts will remain 100% vested. Administrator The Plan is administered by the Employee Benefits Administration Committee which is appointed by the Board of Directors of the Company. Reclassifications Certain 1997 amounts have been reclassified to conform with the current year presentation. 2. Summary of Accounting Policies Basis of Accounting The financial statements of the Plan are recorded on the accrual basis of accounting. Benefits are recorded when paid. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Investments The Plan invests in mutual funds and common stocks which are presented at fair value based on quoted market prices. The Plan's investments also consist of a guaranteed investment contract in a pooled separate account at Metropolitan Life Insurance Company (Met Life) which is stated at contract value. Contract value is equal to cost plus accrued interest which approximates fair value because the contract is fully benefit responsive. The average yield on the contract at December 31, 1998 and 1997 was 6.68% and 6.61%, respectively. The crediting rate was 6.4% and 6.9% at December 31, 1998 and 1997, respectively. The crediting rate is reset by Met Life annually on December 1 based on the contract terms. The Plan holds a synthetic investment contract with a total contract value of $55,203,015 and $52,891,716 at December 31, 1998 and 1997, respectively. Synthetic investment contracts represent individual assets or a portfolio of assets placed in a trust with ownership by the Plan and a third party which issues a wrapper contract that provides that holders can execute transactions at contract value. Individual assets of the synthetic contract are valued at representative quoted market prices. The wrapper is valued as the difference between the fair value of the assets and the contract value of the investment contract. The investments presented as Bernstein Commonwealth Investment Contract, Clover Capital Commonwealth Investment Contract and MAS Commonwealth Investment Contract at December 31, 1997 were renamed as the Bernstein Monumental Investment Contract, Clover Capital Monumental Investment Contract and MAS Monumental Investment Contract, respectively, at December 31, 1998 because of the merger of Commonwealth Life Insurance Company and Monumental Life Insurance Company during 1998. Net Appreciation in Fair Value of Investments The Plan presents in the statement of changes in net assets available for benefits, with fund information, the net appreciation in the fair value of its investments which consists of the realized gains and losses and the unrealized appreciation (depreciation) on those investments. 3. Federal Income Tax The Internal Revenue Service has determined and informed the Company by a letter dated February 21, 1995, that the Plan and related trust as amended and restated in 1994 are designed in accordance with applicable sections of the Internal Revenue Code (IRC). The plan administrator believes the Plan is being operated in compliance with the applicable requirements of the IRC. 4. Transactions with Related Parties Certain employee contributions and all employer contributions are invested in the Company's common stock and, therefore, these transactions qualify as party-in-interest. All legal, accounting and trustee services are provided at the expense of the Company. During 1998, the Company loaned the Plan $500,000 in order to meet benefit payment requests. This was an interest-free loan to the Plan. The Plan repaid this loan in full in January 1999. Consent of Independent Accountants We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (Nos. 2-56066, 2-85158, 33- 15439, 33-35667 and 333-18057) of Bausch & Lomb Incorporated of our report dated May 21, 1999 appearing on page 2 of this Annual Report of The Bausch & Lomb Savings Plus Plan on Form 11-K for the fiscal year ended December 31, 1998. PricewaterhouseCoopers LLP Rochester, New York June 21, 1999 -----END PRIVACY-ENHANCED MESSAGE-----