-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, a/aPTju73ouj7PSrBfVE31rv0K2Berbxh/mjc+/6qbB5cFUKv7diXpZHSEcYlAxY xGY4aQACchUnbrqv9+g/tA== 0000950109-95-002506.txt : 19950711 0000950109-95-002506.hdr.sgml : 19950711 ACCESSION NUMBER: 0000950109-95-002506 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950628 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTOCOR INC CENTRAL INDEX KEY: 0000708823 STANDARD INDUSTRIAL CLASSIFICATION: 2835 IRS NUMBER: 232117202 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11103 FILM NUMBER: 95550017 BUSINESS ADDRESS: STREET 1: 200 GREAT VALLEY PKWY CITY: MALVERN STATE: PA ZIP: 19355 BUSINESS PHONE: 6106516000 MAIL ADDRESS: STREET 1: 200 GREAT VALLEY PARKWAY CITY: MALVERN STATE: PA ZIP: 19355 11-K 1 FORM 11-K 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, 1994 ----------------- 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) Centocor Qualified Savings and Retirement Plan - - ---------------------------------------------- Index to Financial Statements and Schedules - - ------------------------------------------- Page 3 Independent Auditors' Report Page 4 Statements of Net Assets Available for Plan Benefits as of December 31, 1994 and 1993 Page 5 Statements of Changes in Net Assets Available for Plan Benefits for the years ended December 31, 1994, 1993 and 1992 Pages 6-12 Notes to Financial Statements Page 13 Schedule II - Allocation of Plan Assets and Liabilities to Investment Programs Pages 14,15 Schedule III - Allocation of Changes in Plan Equity to Investment Programs Page 16 Item 27a - Schedule of Assets Held For Investment Purposes Page 17 Item 27d - Schedule of Reportable Transactions 2 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, 1994 and 1993, 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, 1994. 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, 1994 and 1993 and the changes in net assets available for plan benefits for each of the years in the three-year period ended December 31, 1994, 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 LLP June 2, 1995 3 CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31, ----------------------------------- 1994 1993 ---- ---- Assets: Corestates Money Market Funds and Cash $53,017 $95,441 Investments (Note 3): Centocor, Inc. Common Stock (Note 9) 2,166,385 1,411,356 CoreFund Treasury Reserve Series A 862,782 1,082,802 CoreFund Intermediate Bond Fund Series A 1,073,447 1,337,077 CoreFund Equity Index Fund Series A 3,410,761 3,436,630 CoreFund International Growth Fund Series A (Note 8) 17,249 - CoreFund Growth Equity Fund Series A (Note 8) 477,207 - ------------- -------------- 8,007,831 7,267,865 Interest and dividends receivable 29,304 25,492 Other assets: Employer's contribution receivable (Note 2) 549,798 246,226 Employee contribution receivable 42,392 30,528 Loans receivable from participants 169,357 89,038 ------------- ------------- 761,547 365,792 ------------- -------------- Total assets $8,851,699 $7,754,590 ============= ============== Liabilities and Plan Equity: Other liabilities 5,443 - Transfers payable to related parties (Note 6) - 46,488 Plan equity (Notes 2 and 9) 8,846,256 7,708,102 ------------- -------------- Total liabilities and plan equity $8,851,699 $7,754,590 ============= ==============
See accompanying Notes to Financial Statements. 4 CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
Years ended December 31, -------------------------------------------------------------- 1994 1993 1992 * ---- ---- ------ Interest and other income $196,962 $53,700 $228,492 Realized gains (losses) on sale of investments (Note 3) 173,613 161,356 (130,587) Unrealized appreciation (depreciation) of investments (Notes 3 and 9) 326,454 (600,656) (2,397,490) Contributions (Note 2): Employee 1,340,188 1,664,213 3,606,443 Employer 549,798 378,987 1,017,778 Other income (expense) (40,746) - - --------------- -------------- ---------------- Total contributions 1,849,240 2,043,200 4,624,221 Deductions (Note 2): Benefits paid (1,325,833) (3,229,524) (1,524,382) Transfers to related party (Note 6) - (46,488) - Loan advances (80,319) (50,280) (69,172) Administrative expenses (1,963) (2,632) - --------------- -------------- ---------------- (1,408,115) (3,328,924) (1,593,554) Net increase (decrease) 1,138,154 (1,671,324) 731,082 Plan Equity: 7,708,102 9,379,426 8,648,344 Beginning of year -------------- ------------- --------------- End of year $8,846,256 $7,708,102 $9,379,426 ============== ============= ===============
* Certain items have been reclassified to conform to current year classifiactions See accompanying Notes to Financial Statements 5 CENTOCOR QUALIFIED SAVINGS AND RETIREMENTS 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 ----------- Shares of common trust funds administered by CoreStates Bank, N.A. are stated at fair value based on the market value of the funds underlying securities. Centocor, Inc. (the "Company") common shares are carried at market value which is determined by quoted market prices. Note 2 Description of Plan 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. General ------- Effective January 1, 1985, 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 currently 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 Code. Maximum annual contributions may be limited at the discretion of the Company. 6 CENTOCOR QUALIFIED SAVINGS AND RETIREMENTS PLAN NOTES TO FINANCIAL STATEMENTS Employee contributions are invested as directed by the employee in any of the six investment funds available under an investment contract with the Trustee (see Note 3). 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 1994, the Company elected to contribute an amount equal to 40 percent of the contributions of each employee earning less than $70,000 per year and 30 percent of the contributions of each employee earning $70,000 or more per year. However, in 1993 and 1992, 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 1994 and 1993, the Company committed to make a contribution equal to 1% of each employee's compensation. At December 31, 1994, 30,511 shares of the Company's Common Stock with a par value of $16.7696 per share determined by the average trade price for the last twenty days in December and $38,141 in cash was due to the Plan from the Company for its 1994 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 six 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 contributions are subject to vesting percentages based on years of service, as defined by the Plan documents. Employee 7 CENTOCOR QUALIFIED SAVINGS AND RETIREMENTS PLAN NOTES TO FINANCIAL STATEMENTS non-vested forfeitures are used by the Company to offset employer matching contributions. The employer contributions vesting percentages are as follows: 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% 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, 1994 and 1993 of $128,304 and $728,246, respectively, representing amounts due to former 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 and penalties. 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. 8 CENTOCOR QUALIFIED SAVINGS AND RETIREMENTS PLAN NOTES TO FINANCIAL STATEMENTS Note 3 Investments ----------- The number of employees participating in the investment funds at December 31, 1994 was as follows: Centocor, Inc. Common Stock Fund 437 CoreFund Treasury Reserve Series A 196 CoreFund Intermediate Bond Fund Series A 232 CoreFund Equity Index Fund Series A 364 CoreFund International Growth Fund Series A 232 CoreFund Growth Equity Fund Series A 262 The Centocor Common Stock Fund consists primarily of shares of Centocor, Inc. Common Stock, with a portion of funds invested in a government money market fund pending purchase of the Company's Common Stock to provide liquidity. The CoreFund Treasury Reserve Fund Series A 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 CoreFund Intermediate Bond Fund Series A 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 CoreFund Equity Index Fund Series A invests in equity securities of corporations, with a portion in the money market fund noted above. The CoreFund International Growth Fund Series A invests in equity securities of corporations outside the United States. The CoreFund Growth Equity Fund Series A 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, 1994 and 1993 were as follows (see Note 9): 9 CENTOCOR QUALIFIED SAVINGS AND RETIREMENTS PLAN NOTES TO FINANCIAL STATEMENTS
Name of Issuer and Title of Issue Number of Shares Cost Fair Value - - ------------------- ---------------- ---- ---------- At December 31, 1994 - - -------------------- Centocor, Inc. Common Stock 133,316 $1,934,758 $2,166,385 CoreFund Treasury Reserve Series A 862,782 862,782 862,782 CoreFund Intermediate Bond Fund Series A 113,114 1,129,591 1,073,447 CoreFund Equity Index Fund Series A 169,605 3,511,987 3,410,761 CoreFund International Growth Fund Series A 1,430 18,796 17,249 CoreFund Growth Equity Fund Series A 50,338 490,337 477,207 --------- $8,007,831 =========
Name of Issuer and Title of Issue Number of Shares Cost Fair Value - - -------------------- ---------------- ---- ---------- At December 31, 1993 - - -------------------- Centocor, Inc. Common Stock 118,851 $1,846,728 $1,411,356 CoreFund Treasury Reserve Series 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 --------- $7,267,865 ---------
Net realized gains of $173,613 in 1994 resulted principally from sales in the CoreFund Growth and Income Equity Fund offset by realized losses from sales in the CoreFund Intermediate Bond Fund. Net realized gains of $161,356 in 1993 resulted principally from sales in the CoreFund 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. The following table presents the fair value of investments that represent 5 percent or more of the Plan's net assets as of December 31, 1994 and 1993, respectively: 10 CENTOCOR QUALIFIED SAVINGS AND RETIREMENTS PLAN NOTES TO FINANCIAL STATEMENTS
Name of Issuer and Title of Issue 1994 1993 ------------------ ----- ---- Centocor, Inc. Common Stock $2,166,385 $1,411,356 CoreFund Treasury Reserve Series A 862,782 1,082,802 CoreFund Intermediate Bond Fund Series A 1,073,447 1,337,077 CoreFund Equity Index Fund Series A 3,410,761 3,436,630 CoreFund Growth Equity Fund Series A 477,207 -
The net unrealized appreciation (depreciation) on investments as of and for the years ended December 31, 1994, 1993 and 1992 was as follows (see Note 9):
CoreFund CoreFund Growth & CoreFund Centocor, Inc. Intermediate Income International Common Stock Bond Fund Equity Fund Fund ------------ --------- ----------- ---- Balance at December 31, 1991 $ 2,298,030 $ 48,867 $ 384,375 $ - Appreciation (depreciation) (2,557,133) (7,417) 167,060 - ----------- -------- --------- ------ Balance at December 31, 1992 (259,103) 41,450 551,435 - Depreciation (176,269) (37,795) (386,592) - ----------- -------- --------- ------ Balance at December 31, 1993 (435,372) 3,655 164,843 - Appreciation (depreciation) 666,999 (59,799) (266,069) (1,547) ----------- -------- --------- ------ Balance at December 31, 1994 $ 231,627 $(56,144) $(101,226) $(1,547) =========== ======== ========= ======= CoreFund Growth Fund Total ---- ----- Balance at December 31, 1991 $ - $ 2,731,272 Appreciation (depreciation) - (2,397,490) ------- ----------- Balance at December 31, 1992 - 333,782 Depreciation - (600,656) ------- ----------- Balance at December 31, 1993 - (266,874) Appreciation (depreciation) (13,130) 326,454 -------- ----------- Balance at December 31, 1994 $(13,130) $ 59,580 ======== ===========
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, including the vested portion of the Company's contributions or earnings prior to retirement, disability, or attaining age 59-1/2 and not meeting the requirements of a loan. 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. 11 CENTOCOR QUALIFIED SAVINGS AND RETIREMENTS PLAN NOTES TO FINANCIAL STATEMENTS Note 6 Related Party ------------- Transfers payable to related parties in 1993 represent net assets available for Plan Benefits of participants who had formerly worked for the Company and are now employed by an unconsolidated entity. The companies share a common member of the Board of Directors. Effective December 31, 1994, the Plan no longer has any current or future liabilities to related parties. Note 7 Form 5500 --------- The Plan had not yet prepared its Form 5500 as of the date of the audit report. The Plan has until September 15, 1995 to file the Form 5500. Note 8 Plan Amendments/Changes ----------------------- During 1994, the plan added two new investment options. These investments are known as the CoreFund Growth Equity Fund Series A and the CoreFund International Growth Fund Series A. The object of the CoreFund Growth Equity Fund Series A is to seek capital growth by investing primarily in equity securities with potential for growth of earnings over time while the CoreFund International Growth Fund Series A seeks long-term capital appreciation by investing primarily in equity securities of companies located outside the United States. These two funds were added to further diversify the investment vehicles offered by the Plan. Note 9 Subsequent Events ----------------- Market Value of Investments --------------------------- The market value per share of the Company's Common Stock Fund at June 2, 1995 was $12.87 as compared to $16.25 at December 31, 1994. 12 CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN SCHEDULE II ALLOCATION OF PLAN ASSETS AND LIABILITIES TO INVESTMENT PROGRAMS DECEMBER 31, 1994 AND 1993
1994 ------------------------------------------------------------------------------ COREFUND COREFUND CENTOCOR INTER- EQUITY TREASURY COMMON MEDIATE INDEX RESERVE STOCK LOAN DEBT FUND ASSETS SERIES A FUND FUND FUND SERIES A ------ ------------------------------------------------------------------------------ CORESTATES MONEY MARKET FUNDS AND CASH $3,672 $203 $3,494 $144 $11 CENTOCOR INC. COMMON STOCK - 2,160,600 - - - COREFUND TREASURY RESERVE SERIES A 862,782 - - - - COREFUND INTERMEDIATE BOND FUND SERIES A - - - 1,073,447 - COREFUND EQUITY INDEX FUND SERIES A - - - - 3,410,761 COREFUND INTERNATIONAL GROWTH FUND SERIES A - - - - - COREFUND GROWTH EQUITY FUND SERIES A - - - - INTEREST AND DIVIDENDS RECEIVABLE - - - 5,720 22,524 EMPLOYER'S CONTRIBUTION RECEIVABLE 4,503 511,668 - 5,144 7,773 EMPLOYEE CONTRIBUTION RECEIVABLE 4,170 4,295 - 4,480 15,734 LOANS RECEIVABLE FROM PARTICIPANTS - - 169,357 - - ------------------------------------------------------------------------------ TOTAL ASSETS $875,127 $2,676,766 $172,851 $1,088,935 $3,456,802 ============================================================================== LIABILITIES AND PLAN EQUITY --------------------------- OTHER LIABILITIES - - 5,443 - - TRANSFERS PAYABLE TO RELATED PARTIES - - - - - NET INTERFUND INVESTMENT REDIRECTION 14,549 116,201 55,802 53,999 39,731 ------------------------------------------------------------------------------ PLAN EQUITY 800,578 2,660,605 111,606 1,034,935 3,417,071 ------------------------------------------------------------------------------ TOTAL LIABILITIES AND PLAN EQUITY $875,127 $2,676,766 $172,851 $1,088,935 $3,456,802 ============================================================================== 1994 ------------------------------------------------------------------------------ COREFUND INTER- COREFUND NATIONAL GROWTH CONTRIBUTION GROWTH EQUITY /DISTRIBUTION ASSETS SERIES A SERIES A ACCOUNT TOTAL ------ ------------------------------------------------------------------------------ CORESTATES MONEY MARKET FUNDS AND CASH $20 $45,474 $53,017 CENTOCOR INC. COMMON STOCK - - 5,785 2,166,385 COREFUND TREASURY RESERVE SERIES A 862,782 COREFUND INTERMEDIATE BOND FUND SERIES A - - - 1,073,447 COREFUND EQUITY INDEX FUND SERIES A - - - 3,410,761 COREFUND INTERNATIONAL GROWTH FUND SERIES A 17,249 - - 17,249 COREFUND GROWTH EQUITY FUND SERIES A - 477,207 - 477,207 INTEREST AND DIVIDENDS RECEIVABLE 58 1,002 - 29,304 EMPLOYER'S CONTRIBUTION RECEIVABLE 10,032 10,678 - 549,798 EMPLOYEE CONTRIBUTION RECEIVABLE 2,509 11,204 - 42,392 LOANS RECEIVABLE FROM PARTICIPANTS - - - 169,357 ------------------------------------------------------------------------------ TOTAL ASSETS $29,868 $500,091 $51,259 $8,851,699 ============================================================================== LIABILITIES AND PLAN EQUITY --------------------------- OTHER LIABILITIES - - - 5,443 TRANSFERS PAYABLE TO RELATED PARTIES - - - - NET INTERFUND INVESTMENT REDIRECTION ($181,895) ($98,387) - - ----------------------------------------------------------------------------- PLAN EQUITY 211,762 598,478 51,259 8,846,255 ----------------------------------------------------------------------------- TOTAL LIABILITIES AND PLAN EQUITY $29,868 $500,091 $51,259 $8,851,699 ============================================================================= 1993 -------------------------------------------------------------------------------------- COREFUND COREFUND CENTOCOR INTER- EQUITY TREASURY COMMON MEDIATE INDEX RESERVE STOCK LOAN DEBT FUND ASSETS SERIES A FUND FUND FUND SERIES A TOTAL ------ -------------------------------------------------------------------------------------- CORESTATES MONEY MARKET FUNDS AND CASH $7,733 $15,071 $25,689 $17,765 $29,183 $95,441 CENTOCOR INC. COMMON STOCK - 1,411,356 - - - 1,411,356 COREFUND TREASURY RESERVE SERIES A 1,082,802 - - - - 1,082,802 COREFUND INTERMEDIATE BOND FUND SERIES A - - - 1,337,077 - 1,337,077 COREFUND EQUITY INDEX FUND SERIES A - - - - 3,436,630 3,436,630 COREFUND INTERNATIONAL GROWTH FUND SERIES A - - - - - - COREFUND GROWTH EQUITY FUND SERIES A - - - - - - INTEREST AND DIVIDENDS RECEIVABLE - - - 4,595 20,897 25,492 EMPLOYER'S CONTRIBUTION RECEIVABLE 4,340 220354 - 5,741 15,791 246,226 EMPLOYEE CONTRIBUTION RECEIVABLE 3,605 3148 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 --------------------------- OTHER LIABILITIES 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 ======================================================================================
13 CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN SCHEDULE III ALLOCATION OF PLAN INCOME AND CHANGES IN PLAN EQUITY TO INVESTMENT PROGRAMS YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992
1994 -------------------------------------------------------------------------------------------------------- COREFUND COREFUND COREFUND CENTOCOR INTER- GROWTH INTER- COREFUND TREASURY COMMON MEDIATE EQUITY NATIONAL GROWTH COREFUND RESERVE STOCK LOAN DEBT INDEX GROWTH EQUITY CONTRIBUTION SERIES A FUND FUND FUND FUND SERIES A SERIES A /DISTRIBUTION TOTAL -------------------------------------------------------------------------------------------------------- INTEREST & OTHER INCOME $32,944 $239 $10,209 $57,853 $91,613 $927 $2,227 $950 $196,962 REALIZED GAINS (LOSSES) ON SALE OF INVESTMENTS - (2,179) - (10,571) 188,011 (6) (1,642) - 173,613 UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENTS - 666,999 - (59,799) 266,069 (1547) (13,130) - 326,454 CONTRIBUTIONS: EMPLOYEE 105,291 187,101 - 150,442 436,173 19,772 441409 - 1,340,188 EMPLOYER 4,503 511,668 - 5,144 7,773 10,032 10678.2 - 549,798 OTHER INCOME (EXPENSE) - (83,794) - - - - _ 43,048 (40,746) DEDUCTIONS: BENEFITS PAID (219,865) (128,790) (23213) (250,918) (698,638) - (11670) 7,261 (1,325,833) TRANSFERS TO RELATED PA - - - - - - - - - LOAN ADVANCES - - (80319) - - - - - (80,319) ADMINISTRATIVE EXPENSES - - (1963) - - - - - (1,963) NET INTERFUND INVESTME 32,333 (226,611) 92,165 (183,455) (67,623) 182,585 170,606 - - -------------------------------------------------------------------------------------------------------- NET INCREASE (DECREASE) (44,794) 924,633 (3,121) (291,304) (308,760) 211,763 598,478 51,259 1,138,154 PLAN EQUITY AT BEGINNING OF PERIOD 905,372 1,635,932 114,727 132,6240 3,725,831 - - - 7,708,102 -------------------------------------------------------------------------------------------------------- PLAN EQUITY AT END OF PERIOD $860,578 $2,560,565 $111,606 $1,034,936 $3,417,071 $211,763 $598,478 $51,259 $8,846,256 ========================================================================================================
1993 ---------------------------------------------------------------------------------- COREFUND COREFUND CENTOCOR INTER- GROWTH TREASURY COMMON MEDIATE EQUITY RESERVE STOCK LOAN DEBT INDEX SERIES A FUND FUND FUND FUND TOTAL ---------------------------------------------------------------------------------- INTEREST & OTHER INCOME $ 18,358 $1,149 $8,694 $4,595 $20,904 $53,700 REALIZED GAINS (LOSSES) ON SALE 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 OTHER INCOME (EXPENSE) - - - - - - DEDUCTIONS: BENEFITS PAID (609,587) (421,577) - (742,704) (1,455,656) (3,229,524) TRANSFERS TO RELATED PA (17,629) 17,128 - - (45,987) (46,488) LOAN ADVANCES - - (50,280) - - (50,280) ADMINISTRATIVE EXPENSES - - (2,632) - - (2,632) NET INTERFUND INVESTME (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 ============================================================================
14 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, 1994, 1993 AND 1992
1992 * --------------------------------------------------------------------------------------------- COREFUND COREFUND CENTOCOR INTER- GROWTH TREASURY COMMON MEDIATE EQUITY RESERVE STOCK LOAN DEBT INDEX SERIES A FUND FUND FUND FUND TOTAL ---------------------------------------------------------------------------------------------- INTEREST $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 EMPLOYEE 4,517 985,248 - 11,803 16,210 1 017,778 DEDUCTIONS: 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 INTERFUBD IBVESTMENT 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. 15 CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES YEAR ENDED DECEMBER 31, 1994
Description of Assets: Number of Shares Cost Market - - ---------------------- ---------------- ---- ------ Centocor Common Stock 133,316 $1,934,758 $2,166,385 CoreFund Treasury Reserve Fund A 862,782 862,782 862,782 CoreFund Intermediate Bond Fund A 113,114 1,129,591 1,073,447 CoreFund Equity Index Fund Series A 169,605 3,511,987 3,410,761 CoreFund International Growth Fund Series 1,430 18,796 17,249 CoreFund Growth Equity Fund Series 50,338 490,337 477,207 Number of Participants Cost Market ---------------------- ---- ------ Loans from participants 33 169,357 169,357
16 CENTOCOR QUALIFIED SAVINGS AND RETIREMENT PLAN ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1994
Purchases Sales ---------------------- ------------------------------------------------ Shares or Shares or Net Description of Assets Par Value Cost Par Value Proceeds Cost Gain / (Loss - - --------------------- --------- ---- --------- -------- ---- ------------ Centocor Common Stock 9,977 $130,742 1,062 $13,275 $15,454 ($2,179) CoreFund Treasury Reserve Fund A 540,396 540,395 760,416 760,416 760,416 - CoreFund Intermediate Bond Fund A 22,306 218,032 42,102 411,291 421,862 (10,571) CoreFund Equity Index Fund Series A 44,450 940,233 33,874 728,753 540,742 188,011 CoreFund International Growth Fund Series A 1,439 18,923 9 121 127 (6) CoreFund Growth Equity Fund Series A 54,869 535,301 4,531 43,322 44,964 (1,642) CoreFund Liquidity Fund 1,622,682 1,622,682 1,655,107 1,655,107 1,655,107 -
17 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 2, 1995 By:/s/David P. Holveck ------------------- David P. Holveck President and Chief Executive Officer EX-23 2 KPMG CONSENT Exhibit 23 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 2, 1995, relating to the statements of net assets available for plan benefits of the Centocor Qualified Savings and Retirement Plan as of December 31, 1994 and 1993, 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, 1994 and related schedules, which report appears in the December 31, 1994 annual report on Form 11-K of the Centocor Qualified Savings and Retirement Plan. KPMG Peat Marwick LLP Philadelphia, Pennsylvania June 26, 1995 -----END PRIVACY-ENHANCED MESSAGE-----