11-K 1 edg11k01.htm 401(K) SAVINGS AND PROFIT SHARING PLAN SECURITIES AND EXCHANGE COMMISSION

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 year ended December 31, 2001
Commission File No. 1-7434

AFLAC INCORPORATED 401(k) SAVINGS
AND PROFIT SHARING PLAN

1932 Wynnton Road
Columbus, Georgia 31999



Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

AFLAC INCORPORATED 401(k) SAVINGS AND

 

PROFIT SHARING PLAN

 

 

 

 

Date: June 18, 2002

By:

  /s/ Peter T. Adams, CPA          

 

 

Peter T. Adams, CPA

 

 

Vice President,

 

 

Human Resources - Support

 

 

 

 

 

 


AFLAC INCORPORATED 401(k) SAVINGS AND PROFIT SHARING PLAN

 

Table of Contents

 

 

Page

 

 

Independent Auditors' Report

1

 

 

Statements of Net Assets Available for Plan Benefits

2

 

 

Statements of Changes in Net Assets Available for Plan Benefits

3

 

 

Notes to Financial Statements

4-7

 

 

Schedule of Assets Held for Investment Purposes

8

 

 

Exhibit 23 - Independent Auditors' Consent

9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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INDEPENDENT AUDITORS' REPORT




The Pension Committee
AFLAC Incorporated 401(k) Savings
   and Profit Sharing Plan:

We have audited the accompanying statements of net assets available for plan benefits of the AFLAC Incorporated 401(k) Savings and Profit Sharing Plan (the Plan) as of December 31, 2001 and 2000, and the related statements of changes in net assets available for plan benefits for the years then ended. 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 auditing standards generally accepted in the United States of America. 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 AFLAC Incorporated 401(k) Savings and Profit Sharing Plan at December 31, 2001 and 2000, and the changes in net assets available for plan benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Our audits were performed for the purpose of forming an opinion on the basic financial statements of the AFLAC Incorporated 401(k) Savings and Profit Sharing Plan taken as a whole. The supplementary information included in Schedule 1 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. Such information 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.

 

KPMG LLP

 

 

 

 

June 14, 2002

 

Atlanta, Georgia

 

 

 

 

 

 

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AFLAC INCORPORATED 401(k) SAVINGS AND PROFIT SHARING PLAN

Statements of Net Assets Available for Plan Benefits

December 31,

 

2001   

2000    

Assets:

 

 

 

 

 

 

 

Investments (Note 5)

$

     75,541,716

 

$

  87,195,546

 

 

Cash

 

552,881

 

 

    342,023

 

 

Accrued employer matching contribution

 

           177,777

 

 

-

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

      76,272,374 

 

 

 87,537,569

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

Excess employee contributions payable

 

28,632

 

 

70,576

 

 

Other

 

          176,195

 

 

    285,143

 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

          204,827

 

 

    355,719

 

 

 

 

 

 

 

 

 

 

 

 

Net assets available for plan benefits

$

     76,067,547

 

$

 87,181,850

 

See accompanying Notes to Financial Statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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AFLAC INCORPORATED 401(k) SAVINGS AND PROFIT SHARING PLAN

Statements of Changes in Net Assets Available for Plan Benefits

Years Ended December 31,

 

 

 

 

 

2001    

 

 

2000    

 

 

 

 

 

 

 

 

 

 

Contributions:

 

 

 

 

 

 

 

Participant withholdings

$

5,600,940

 

$

4,855,022

 

 

Participant transfers from other plans

 

398,080

 

 

462,320

 

 

Employer matching

 

2,374,758

 

 

2,098,263

 

 

 

 

 

 

 

 

 

 

 

 

Total contributions

 

8,373,778

 

 

7,415,605

 

 

 

 

 

 

 

 

 

 

Dividend income

 

1,371,022

 

 

3,909,208

 

Interest income

 

334,889

 

 

251,091

 

Net appreciation (depreciation) in fair value of investments (Note 5)

 

(18,759,687

)

 

16,093,754

 

Distributions to participants

 

(2,371,072

)

 

(3,188,576

)

Forfeitures

 

(63,233

)

 

(139,929

)

 

 

 

 

 

 

 

 

 

 

 

Increase (decrease) in net assets

 

(11,114,303

)

 

24,341,153

 

 

 

 

 

 

 

 

 

 

Net assets available for plan benefits:

 

 

 

 

 

 

 

Beginning of year

 

87,181,850

 

 

62,840,697

 

 

 

 

 

 

 

 

 

 

End of year

$

76,067,547

 

$

87,181,850

 

See accompanying Notes to Financial Statements.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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AFLAC INCORPORATED 401(k) SAVINGS AND PROFIT SHARING PLAN

Notes to Financial Statements
December 31, 2001 and 2000



1.  DESCRIPTION OF THE PLAN

     The AFLAC Incorporated 401(k) Savings and Profit Sharing Plan (the Plan) was established for the benefit of the employees of AFLAC Incorporated and related companies, American Family Life Assurance Company of Columbus (excluding Japan Branch employees), American Family Life Assurance Company of New York, AFLAC International, Incorporated, and Communicorp, Incorporated (collectively "the Company").

     The following description provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions.

(a)

General

 

 

 

The Plan is subject to certain provisions of the Employee Retirement Income Security Act of 1974 (ERISA).

 

 

 

Eligible employees may voluntarily participate in the Plan on the first day of the month, which coincides with or next follows the completion of thirty days of employment.

 

 

 

The Plan is administered by a plan administrator appointed by the Pension Committee of AFLAC Incorporated's Board of Directors. The Plan sponsor pays the administrative expenses of the Plan. Investment costs and fees are deducted from earnings allocations or, in the case of loans, from the participants' accounts.

 

 

(b)

Contributions

 

 

 

Contributions to the Plan are made by both participants and the Company. For the years 2001 and 2000, participants could contribute from 1% to 22% of their aggregate compensation via payroll deductions, subject to certain limitations. The first 1% to 6% of participants' compensation contributed may be subject to a percentage matching contribution by the Company. For the years ended December 31, 2001 and 2000, subject to certain limitations, the Company's matching contribution was 50% of the portion of the participants' contributions, which were not in excess of 6% of the participants' compensation.

 

 

(c)

Participant Accounts

 

 

 

An account is maintained for each participant and is credited with participant contributions and investment earnings/losses thereon. Contributions may be invested in one or more of the investment funds available under the Plan at the direction of the participant. A separate account is maintained with respect to each participant's interest in the Company's matching contributions. Amounts in this account are apportioned and invested in the same manner as the participant's account.

 

 

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(d)

Vesting

 

 

 

Participants are 100% vested in their contributions plus actual investment earnings/losses thereon.

 

 

 

Participants become vested in the Company's contributions and the related earnings/losses thereon according to the following schedule.

 

 

 

 

 

 

 

Years of Service

Vested Percentage                  

 

 

 

 

 

 

 

 

Less than 1

0%

 

 

 

1

20%

 

 

 

2

40%

 

 

 

3

60%

 

 

 

4

80%

 

 

 

5 or more

100%

 

 

 

 

 

 

 

A participant's interest in the Company's contributions is also vested upon termination either because of death or disability or after attaining his/her early retirement date or normal retirement age. Participants forfeit the portion of their interest which is not vested upon termination of employment. These forfeitures are available to reduce the Company's future matching contribution.

 

 

 

 

 

(e)

Distributions

 

 

 

 

 

 

Participants may receive a distribution equal to the vested value of their account upon death, disability, retirement, or termination of either the Plan or the participant's employment. Distributions may only be made in the form of a lump-sum cash payment and/or AFLAC Incorporated common stock.

 

 

 

 

 

 

The Plan permits in-service withdrawals for participants who are 100% vested in the Company's contribution and have attained age 60.

 

 

 

 

 

(f)

Loans

 

 

 

 

Participants are allowed to borrow funds from their accounts. The minimum amount of any loan is $1,000. The maximum amount of any loan is such that when the amount of the loan is added to the outstanding balance of all other loans made to the participant from the Plan (and any other plans maintained by the employer or any related companies) the total does not exceed the lesser of:

 

 

 

 

 

 

   a.

50% of the participant's vested accrued benefit (as defined in the Plan); or

 

 

 

 

 

   b.

$50,000, reduced by the amount, if any, of the highest balance of all outstanding loans to the participant during the one-year period ending on the day prior to the day on which the loan is made.

 

 

 

 

 

(g)

Agreements With Trustee

 

 

 

 

 

 

The assets of the Plan are held in a trust maintained by Charles Schwab Trust Company.

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(h)

Plan Amendments

 

 

 

 

 

 

Effective January 1, 2001, the Plan was amended to change the definition of a Profit Sharing Bonus, which shall be defined as (i) the discretionary amount payable in a plan year and designated by a participating company as a profit sharing bonus for an active participant, and (ii) any other bonus amount payable in a plan year and designated from time-to-time by the Administrative Committee or Pension Committee of the Board as a bonus with respect to which an active participant may make a separate deferral election.

On December 18, 2001, the Plan was amended to comply with the General Agreement on Tariffs and Trades as amended in 1994, the Uniformed Services Employment and Reemployment Rights Act of 1994, the Small Business Job Protection Act of 1996, the Taxpayer Relief Act of 1997, and the Internal Revenue Service Restructuring and Reform Act of 1998 (collectively known as GUST).

Effective December 31, 2001, the Plan was amended to comply with provisions in the Economic Growth and Tax Relief Reconciliation Act of 2001 (EGTRRA). Specifically, Plan provisions were changed to increase participant deferrals up to 50% of pretax annual compensation. Other Plan provisions were changed to reflect new compliance amounts in EGTRRA and include the new "catch-up contribution" provision for participants age 50 and older.

 

 

2.  SUMMARY OF ACCOUNTING POLICIES

(a)

Basis of Presentation

 

 

 

The accompanying statements of net assets available for plan benefits and changes in net assets available for plan benefits have been prepared on the accrual basis of accounting.

 

 

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the plan administrator to make estimates and assumptions that affect the reported amounts of net assets available for plan benefits and changes therein. Actual results could differ from those estimates.

 

 

(b)

Investments

 

 

 

Investments are stated at fair value based upon market quotations obtained from national security exchanges. Securities transactions are accounted for on the trade date (the date the order to buy or sell is executed). Realized gains and losses on the sale of investments are calculated based on the difference between selling price and cost on an average cost basis.

 

 

3.  FEDERAL INCOME TAXES

     The Internal Revenue Service has determined and informed the Company by letter dated February 27, 2002, that the Plan and related trust are in compliance with applicable sections of the Internal Revenue Code.

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     Participants in the Plan are not subject to federal and state income taxes on their contributions, on amounts contributed by the employer, or on earnings or appreciation of investments held by the Plan until withdrawn by the participant or distributed to the participant's named beneficiary in the event of death.



4.  PLAN TERMINATION

     Although it has not expressed any intent to do so, the Company has the right to terminate the Plan at any time subject to the provisions of ERISA. In the event of Plan termination, participants would become 100% vested in their accounts.

 

5.  INVESTMENT FUNDS

     The following table presents the fair value of individual investments that exceeded 5% of the Plan's net assets as of December 31:

 

 

2001     

 

2000     

 

 

 

 

 

 

 

 

 

Mutual Funds:

 

 

 

 

 

 

 

Davis New York Venture A Fund

$

6,318,705

 

$

7,190,006

 

 

Dodge & Cox Balanced Fund

 

7,044,405

 

 

5,661,243

 

 

Dodge & Cox Stock Fund

 

10,123,350

 

 

9,355,355

 

AFLAC Incorporated common stock

 

39,102,049

 

 

51,887,855

 

 

 

 

 

 

 

 

 

     During 2001 and 2000, the Plan's investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated (depreciated) in value as follows:

 

 

 

2001    

 

 

2000    

 

 

 

 

 

 

 

 

 

Mutual Funds

$

(1,576,271

)

$

(2,085,397

)

 

 

 

 

 

 

 

Common Stock

 

(17,183,416

)

 

18,179,151

 

 

 

 

 

 

 

 

 

 

Total Investments

$

(18,759,687

)

$

16,093,754

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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SCHEDULE 1

AFLAC INCORPORATED 401(k) SAVINGS AND PROFIT SHARING PLAN

Schedule of Assets Held for Investment Purposes

December 31, 2001

 

     Description

Current Value

 

 

 

 

 

Money Market Funds

 

 

 

 

 

 

 

   Schwab Institutional Advantage Money Fund*

$

3,190,978

 

 

 

 

 

 

 

 

 

Mutual Funds

 

 

 

 

 

 

 

   Alliance Premier Growth Fund

 

2,741,094

 

   Columbia Fixed Income Securities Fund

 

1,023,174

 

   Davis New York Venture A Fund

 

6,318,705

 

   Dodge & Cox Balanced Fund

 

7,044,405

 

   Dodge & Cox Stock Fund

 

10,123,350

 

   Invesco Dynamics Fund

 

314,219

 

   Julius Baer International Equity A Fund

 

734,363

 

   Rydex Series Trust OTC Inv Fund

 

419,472

 

   Schwab S&P 500 Investors Fund*

 

864,589

 

 

 

 

 

 

Total Mutual Funds

 

29,583,371

 

 

 

 

 

 

 

 

 

AFLAC Incorporated common stock*

 

39,102,049

 

 

 

 

 

 

 

 

 

Participant loans receivable (with varying interest rates and maturity dates)

 

3,665,318

 

 

 

 

 

 

 

 

 

Total Investments

$

75,541,716

 

* Indicates party-in-interest, as defined in ERISA Section 406.

 

 

 

 

 

 

 

 

 
 See accompanying independent auditors' report.

 

 

 

 

8