-----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, NltrllUE0uwZhIaZecdpDPLARw87KMlMgPHjq18YOMz/TCES7w/REmTa/WT34Gdo /4qIjKm3JI1SzPNLU3NO1w== 0000950123-99-006049.txt : 19990630 0000950123-99-006049.hdr.sgml : 19990630 ACCESSION NUMBER: 0000950123-99-006049 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19990103 FILED AS OF DATE: 19990629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JOHNSON & JOHNSON CENTRAL INDEX KEY: 0000200406 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 221024240 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: SEC FILE NUMBER: 001-03215 FILM NUMBER: 99654535 BUSINESS ADDRESS: STREET 1: ONE JOHNSON & JOHNSON PLZ CITY: NEW BRUNSWICK STATE: NJ ZIP: 08933 BUSINESS PHONE: 9085240400 10-K/A 1 AMENDMENT TO FORM 10-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ANNUAL REPORT PURSUANT TO SECTION 13 OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 3, 1999 Commission file number 1-3215 JOHNSON & JOHNSON (Exact name of registrant as specified in its charter) New Jersey 22-l024240 (State of (I.R.S. Employer Incorporation) Identification No.) One Johnson & Johnson Plaza New Brunswick, New Jersey 08933 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (732) 524-0400 SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT Name of each exchange on Title of each class which registered Common Stock, Par Value $1.00 New York Stock Exchange Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K [ ] The aggregate market value of the voting stock held by non-affiliates of the registrant on February 23, 1999 was approximately $117.2 billion. On February 23, 1999 there were 1,345,589,883 shares of Common Stock outstanding. DOCUMENTS INCORPORATED BY REFERENCE Parts I and II: Portions of registrant's annual report to shareowners for fiscal year 1998. Part III: Portions of registrant's proxy statement for its 1999 annual meeting of shareowners. 2 SIGNATURES Pursuant to the requirements of Section l3 of the Securities Exchange Act of l934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: June 22, 1999 JOHNSON & JOHNSON (Registrant) By /s/ R. S. Larsen --------------------------------------------- R. S. Larsen, Chairman, Board of Directors and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of l934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Signature Title Date --------- ----- ---- /s/ R. S. Larsen Chairman, Board of Directors and - -------------------------- Chief Executive Officer, and Director R. S. Larsen (Principal Executive Officer) June 22, 1999 /s/ R. J. Darretta Vice President-Finance - -------------------------- (Principal Financial Officer) June 22, 1999 R. J. Darretta /s/ C. E. Lockett Controller June 23, 1999 - -------------------------- C. E. Lockett /s/ G. N. Burrow Director June 22, 1999 - -------------------------- G. N. Burrow /s/ J. G. Cooney Director June 22, 1999 - -------------------------- J. G. Cooney /s/ J. G. Cullen Director June 28, 1999 - -------------------------- J. G. Cullen Director June , 1999 - -------------------------- M. J. Folkman
1 3
Signature Title Date --------- ----- ---- Director June , 1999 - -------------------------- A. D. Jordan /s/ A. G. Langbo Director June 21, 1999 - -------------------------- A. G. Langbo /s/ J. S. Mayo Director June 22, 1999 - -------------------------- J. S. Mayo /s/ P. J. Rizzo Director June 23, 1999 - -------------------------- P. J. Rizzo /s/ H. B. Schacht Director June 21, 1999 - -------------------------- H. B. Schacht /s/ M. F. Singer Director June 21, 1999 - -------------------------- M. F. Singer /s/ J. W. Snow Director June 21, 1999 - -------------------------- J. W. Snow /s/ R. N. Wilson Vice Chairman, June 22, 1999 - -------------------------- Board of Directors and Director R. N. Wilson
2 4 EXHIBIT INDEX
Reg. S-K Exhibit Table Description Item No. of Exhibit - ------------- ----------- 3(a)(i) Restated Certificate of Incorporation dated April 26, 1990- Incorporated herein by reference to Exhibit 3(a) of the Registrant's Form 10-K Annual Report for the year ended December 30, 1990. 3(a)(ii) Certificate of Amendment to the Restated Certificate of Incorporation of the Company dated May 20, 1992 --Incorporated herein by reference to Exhibit 3(a) of the Registrant's Form 10-K Annual Report for the year ended January 3, 1993. 3(a)(iii) Certificate of Amendment to the Restated Certificate of Incorporation of the Company dated May 21, 1996 --Incorporated herein by reference to Exhibit 3(a)(iii) of the Registrant's Form 10-K Annual Report for the year ended December 29, 1996. 3(b) By-Laws of the Company, as amended and in effect on January 3, 1999 - Incorporated herein by reference to Exhibit 3(b) of the Registrant's Form 10-K Annual Report for the year ended December 28, 1997. 4(a) Upon the request of the Securities and Exchange Commission, the Registrant will furnish a copy of all instruments defining the rights of holders of long term debt of the Registrant. 10(a) Stock Option Plan for Non-Employee Directors -- Incorporated herein by reference to Exhibit 10(a) of the Registrant's Form 10-K Annual Report for the year ended December 29, 1996.* 10(b) 1995 Stock Option Plan (as amended) -- (1).* 10(c) 1991 Stock Option Plan (as amended) -- Incorporated herein by reference to Exhibit 10(c) of the Registrant's Form 10-K Annual Report for the year ended December 28, 1997.* 10(d) 1986 Stock Option Plan (as amended) -- Incorporated herein by reference to Exhibit 10(d) of the Registrant's Form 10-K Annual Report for the year ended December 28, 1997.* 10(e) 1995 Stock Compensation Plan -- Incorporated herein by reference to Exhibit 10(e) of the Registrant's Form 10-K Annual Report for the year ended December 31, 1995.* 10(f) Executive Incentive Plan -- Incorporated herein by reference to Exhibit 10(f) of the Registrant's Form 10-K Annual Report for the year ended December 29, 1996.* 10(g) Domestic Deferred Compensation Plan (as amended) -- Incorporated herein by reference to Exhibit 10(g) of the Registrant's Form 10-K Annual Report for the year ended December 29, 1996.* 10(h) Deferred Fee Plan for Directors (as amended) -- Incorporated herein by reference to Exhibit 10(h) of the Registrant's Form 10-K Annual Report for the year ended December 29, 1996.* 10(i) Executive Income Deferral Plan - Incorporated herein by reference to Exhibit 10(i) of the Registrant's Form 10-K Annual Report for the year ended December 28, 1997.* 10(j) Excess Savings Plan -- Incorporated herein by reference to Exhibit 10(j) of the Registrant's Form 10-K Annual Report for the year ended December 29, 1996.* 10(k) Supplemental Retirement Plan -- Incorporated herein by reference to Exhibit 10(h) of the Registrant's Form 10-K Annual Report for the year ended January 3, 1993.* 10(l) Executive Life Insurance Plan -- Incorporated herein by reference to Exhibit 10(i) of the Registrant's Form 10-K Annual Report for the year ended January 3, 1993.*
3 5 12 -- Statement of Computation of Ratio of Earnings to Fixed Charges -- (1). 13 -- Pages 24-46 of the Company's Annual Report to Shareowners for fiscal year 1998 (only those portions of the Annual Report incorporated by reference in this document are deemed "filed") - (1). 21 -- Subsidiaries -- (1). 23 -- Consent of Independent Auditors - (1). 27 -- Financial Data Schedule for Year Ended January 3, 1999 - (1). 99(a)(i) -- Form 11-K for the Johnson & Johnson Savings Plan -- Filed with this document. 99(a)(ii) -- Form 11-K for the Johnson & Johnson Retirement Savings Plan -- Filed with this document. 99(a)(iii) -- Form 11-K for the Johnson & Johnson Savings Plan for Union Represented Employees -- Filed with this document. 99(b) -- Cautionary Statement pursuant to Private Securities Litigation Reform Act of 1995: "Safe Harbor" for Forward-Looking Statements -- (1).
(1) Incorporated herein by reference to the Exhibit bearing the same Exhibit Number in Registrant's Form 10-K Annual Report for the fiscal year ended January 3, 1999. * Management contracts and compensatory plans and arrangements required to be filed as Exhibits to this form pursuant to Item 14(c) of the report. A copy of any of the Exhibits listed above will be provided without charge to any shareowner submitting a written request specifying the desired Exhibit(s) to the Secretary at the principal executive offices of the Company. 4 EX-99.A.I 2 SAVINGS PLAN 1 Exhibit 99(a)(i) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K ------------------------------ [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the Fiscal Year Ended January 3, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] Commission File Number 1-3215 ------------------------------ JOHNSON & JOHNSON SAVINGS PLAN (Full title of the Plan) JOHNSON & JOHNSON ONE JOHNSON & JOHNSON PLAZA NEW BRUNSWICK, NEW JERSEY 08933 (Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office) 2 Item 4. Financial Statements and Exhibits Report of Independent Accountants Financial Statements: Statements of Net Assets Available for Benefits, with Fund Information as of December 31, 1998 and 1997 Statements of Changes in Net Assets Available for Benefits, with Fund Information for the years ended December 31, 1998 and 1997 Notes to Financial Statements Supplemental Schedules: Item 27a - Schedule of Assets Held For Investment Purposes at December 31, 1998 Item 27d - Schedule of Reportable Transactions for the year ended December 31, 1998 Item 27e - Schedule of Non-Exempt Transactions for the year ended December 31, 1998 Consent of PricewaterhouseCoopers LLP, dated June 24, 1999 The Plan. 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 annual report to be signed on its behalf by the undersigned hereunto duly authorized. JOHNSON & JOHNSON SAVINGS PLAN By: /s/ R.J. Darretta ------------------------------- R. J. Darretta Chairman, Pension Committee June 25, 1999 3 JOHNSON & JOHNSON SAVINGS PLAN ------------------ FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES AS OF AND FOR THE YEARS ENDED DECEMBER 31, 1998 AND 1997 4 JOHNSON & JOHNSON SAVINGS PLAN INDEX Report of Independent Accountants 2 Financial Statements: Statements of Net Assets Available for Benefits, with Fund Information as of December 31, 1998 and 1997 3-4 Statements of Changes in Net Assets Available for Benefits, with Fund Information for the years ended December 31, 1998 and 1997 5-6 Notes to Financial Statements 7-18 Supplemental Schedules: Item 27a - Schedule of Assets Held For Investment Purposes at December 31, 1998 19-20 Item 27d - Schedule of Reportable Transactions for the year ended December 31, 1998 21 Item 27e - Schedule of Non-Exempt Transactions for the year ended December 31, 1998 22
1 5 REPORT OF INDEPENDENT ACCOUNTANTS To the Pension and Benefits Committees of Johnson & Johnson 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 Johnson & Johnson Savings Plan (the "Plan") as of December 31, 1998 and 1997, and the changes in net assets available for benefits for the years then ended, 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 schedule of assets held for investment purposes, schedule of reportable transactions, and schedule of non-exempt 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 statements of changes in net assets available for benefits is presented for the purposes of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of each fund. 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. Florham Park, New Jersey PricewaterhouseCoopers LLP June 11, 1999 2 6 JOHNSON & JOHNSON SAVINGS PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION As of December 31, 1998
PARTICIPANT DIRECTED ---------------------------------------------------------------------------- Fixed Intermediate USGS Fund Interest Fund Bond Fund Balanced Fund J&J Stock Fund ------------ ------------- ------------ ------------- --------------- ASSETS: Deposits in Group Annuity Contracts (Note 2) $632,365,945 Investments at Fair Value (Notes 2 and 6) $1,128,154,493 Investments in Master Trust (Notes 2 and 6) $ 29,463,932 $ 34,191,309 $162,347,846 Accrued Dividends and Interest Receivable 129,053 3,277,090 29,633 Due From Johnson & Johnson Assets Designated For Transfer (Note 2) Hardship Loans to Participants ------------ ------------ ------------ ------------ -------------- Total Assets $ 29,592,985 $635,643,035 $ 34,191,309 $162,347,846 $1,128,184,126 ------------ ------------ ------------ ------------ -------------- LIABILITIES: Accrued Expenses $ 13,803 $ 91,373 $ 4,664 $ 22,435 $ 157,680 Accrued Interest Current Portion of Long Term Note Long-Term Note Payable to J&J ------------ ------------ ------------ ------------ -------------- Total Liabilities $ 13,803 $ 91,373 $ 4,664 $ 22,435 $ 157,680 ------------ ------------ ------------ ------------ -------------- Net Assets Available for Benefits $ 29,579,182 $635,551,662 $ 34,186,645 $162,325,411 $1,128,026,446 ============ ============ ============ ============ ==============
PARTICIPANT DIRECTED Employee Stock Ownership ------------ Plan Trust Fund Diversified -------------------------- Total Equity Fund Loan Fund Allocated Unallocated Savings Plan ------------ ----------- ------------ ------------ -------------- ASSETS: Deposits in Group Annuity Contracts (Note 2) $ 632,365,945 Investments at Fair Value (Notes 2 and 6) $261,654,218 $222,956,246 1,612,764,957 Investments in Master Trust (Notes 2 and 6) $760,180,137 986,183,224 Accrued Dividends and Interest Receivable 4,153,061 $ 69,415 13,941 10,864 7,683,057 Due From Johnson & Johnson 6,101,554 6,101,554 Assets Designated For Transfer (Note 2) 25,503,960 (25,503,960) Hardship Loans to Participants $ 7,082,452 7,082,452 ------------ ----------- ------------ ------------ -------------- Total Assets $764,333,198 $ 7,151,867 $287,172,119 $203,564,704 $3,252,181,189 ------------ ----------- ------------ ------------ -------------- LIABILITIES: Accrued Expenses $ 390,223 $ 680,178 Accrued Interest $ 4,215,037 4,215,037 Current Portion of Long Term Note 6,955,528 6,955,528 Long-Term Note Payable to J&J 46,568,748 46,568,748 ------------ ----------- ------------ ------------ -------------- Total Liabilities $ 390,223 $ $ $ 57,739,313 $ 58,419,491 ------------ ----------- ------------ ------------ -------------- Net Assets Available for Benefits $763,942,975 $ 7,151,867 $287,172,119 $145,825,391 $3,193,761,698 ============ =========== ============ ============ ==============
See Notes to Financial Statements 3 7 JOHNSON & JOHNSON SAVINGS PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION As of December 31, 1997
PARTICIPANT DIRECTED ------------------------------------------------------------------------- Fixed Intermediate USGS Fund Interest Fund Bond Fund Balanced Fund J&J Stock Fund ----------- ------------- ------------ ------------- -------------- ASSETS: Deposits in Group Annuity Contracts (Note 2) $618,816,847 Investments at Fair Value (Notes 2 and 6) $863,403,779 Investments in Master Trust (Notes 2 and 6) $22,798,607 $21,239,435 $113,720,679 Accrued Dividends and Interest Receivable 109,788 2,936,334 6,689 Due from Johnson & Johnson Assets Designated for Transfer (Note 2) Hardship Loans to Participants ----------- ------------ ----------- ------------ ------------ Total Assets $22,908,395 $621,753,181 $21,239,435 $113,720,679 $863,410,468 ----------- ------------ ----------- ------------ ------------ LIABILITIES Accrued Expenses $ 7,554 $ 47,213 $ 1,613 $ 8,551 $ 65,789 Accrued Interest Current Portion of Long Term Note Long-Term Note Payable to J&J ----------- ------------ ----------- ------------ ------------ Total Liabilities $ 7,554 $ 47,213 $ 1,613 $ 8,551 $ 65,789 ----------- ------------ ----------- ------------ ------------ Net Assets Available for Benefits $22,900,841 $621,705,968 $21,237,822 $113,712,128 $863,344,679 =========== ============ =========== ============ ============
PARTICIPANT DIRECTED Employee Stock Ownership ------------ Plan Trust Fund Diversified -------------------------- Total Equity Fund Loan Fund Allocated Unallocated Savings Plan ------------ ---------- ------------ ------------ -------------- ASSETS: Deposits in Group Annuity Contracts (Note 2) $ 618,816,847 Investments at Fair Value (Notes 2 and 6) $185,020,811 $205,169,746 1,253,594,336 Investments in Master Trust (Notes 2 and 6) $551,221,521 708,980,242 Accrued Dividends and Interest Receivable 1,149,961 $ 39,604 11,490 11,832 4,265,698 Due from Johnson & Johnson 6,993,782 6,993,782 Assets Designated for Transfer (Note 2) 22,719,748 (22,719,748) Hardship Loans to Participants 7,285,354 7,285,354 ------------ ---------- ------------ ------------ -------------- Total Assets $552,371,482 $7,324,958 $207,752,049 $189,455,612 $2,599,936,259 ------------ ---------- ------------ ------------ -------------- LIABILITIES Accrued Expenses $ 308,705 $ 439,425 Accrued Interest $ 4,739,412 4,739,412 Current Portion of Long Term Note 6,658,750 6,658,750 Long-Term Note Payable to J&J 53,524,276 53,524,276 ------------ ---------- ------------ ------------ -------------- Total Liabilities $ 308,705 $ $ $ 64,922,438 $ 65,361,863 ------------ ---------- ------------ ------------ -------------- Net Assets Available for Benefits $552,062,777 $7,324,958 $207,752,049 $124,533,174 $2,534,574,396 ============ ========== ============ ============ ==============
See Notes to Financial Statements 4 8 JOHNSON & JOHNSON SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION For The Year Ended December 31, 1998
PARTICIPANT DIRECTED ------------------------------------------------------------------------------- Fixed Intermediate USGS Fund Interest Bond Fund Balanced --------- Fund --------- Fund ----- ---- Employee Contributions (Note 3) $ 1,429,359 $ 22,174,292 $ 3,208,058 $ 15,233,773 Employer Contributions (Note 3 and 9) 432,990 6,675,429 862,892 4,085,683 Interest 1,319,347 40,422,516 1,697,138 3,091,407 Dividends --------------- --------------- --------------- --------------- 3,181,696 69,272,237 5,768,088 22,410,863 Additions to (Deductions From) Net Assets: UltraCision Transfer-In (7/98) (Note 1) 187,001 51,375 17,018 Clinical Diagnostics Transfer-In (10/98) 6,900,030 8,383,866 2,006,692 6,486,945 (Note 1) Payments to Participants (Note 4) (2,835,340) (33,642,754) (928,359) (6,299,485) Change in Unrealized Net Appreciation of Investment (360,448) 11,684,861 Realized Net Gain on Sale of Investments 292,358 9,638,810 Interest Expense Administrative Expenses (49,351) (438,965) (70,957) (514,817) Assets Transferred (Note 2) (705,695) (29,780,065) 6,241,449 5,189,088 --------------- --------------- --------------- --------------- Net Increase (Decrease) 6,678,341 13,845,694 12,948,823 48,613,283 Net Assets Available for Benefits, Beginning of Year 22,900,841 621,705,968 21,237,822 113,712,128 --------------- --------------- --------------- --------------- Net Assets Available for Benefits, End of Year $ 29,579,182 $ 635,551,662 $ 34,186,645 $ 162,325,411 =============== =============== =============== ===============
Diversified J&J Stock Equity Loan Fund Fund Fund --------- ---- ---- Employee Contributions (Note 3) $ 57,631,178 $ 44,725,916 Employer Contributions (Note 3 and 9) 15,930,284 12,299,744 Interest 123,759 $ 528,053 Dividends 12,716,300 8,829,920 --------------- --------------- --------------- 86,401,521 65,855,580 528,053 Additions to (Deductions From) Net Assets: UltraCision Transfer-In (7/98) (Note 1) 161,539 227,676 Clinical Diagnostics Transfer-In (10/98) 7,352,413 12,457,112 59,601 (Note 1) Payments to Participants (Note 4) (49,520,871) (23,679,257) (760,745) Change in Unrealized Net Appreciation of Investment 176,370,772 68,650,503 Realized Net Gain on Sale of Investments 50,950,685 64,047,658 Interest Expense Administrative Expenses (704,201) (1,523,643) Assets Transferred (Note 2) (6,330,091) 25,844,569 --------------- --------------- --------------- Net Increase (Decrease) 264,681,767 211,880,198 (173,091) Net Assets Available for Benefits, Beginning of Year 863,344,679 552,062,777 7,324,958 --------------- --------------- --------------- Net Assets Available for Benefits, End of Year $ 1,128,026,446 $ 763,942,975 $ 7,151,867 =============== =============== ===============
Employee Stock Ownership Plan Trust Fund ------------------------------------ Total Allocated Unallocated Savings Plan --------- ----------- ------------ Employee Contributions (Note 3) $ 144,402,576 Employer Contributions (Note 3 and 9) $ 6,101,554 $ 46,388,576 Interest $ 101,758 79,368 47,363,346 Dividends 653,065 4,940,274 27,139,559 --------------- --------------- --------------- 754,823 11,121,196 265,294,057 Additions to (Deductions From) Net Assets: UltraCision Transfer-In (7/98) (Note 1) 644,609 Clinical Diagnostics Transfer-In (10/98) 43,646,659 (Note 1) Payments to Participants (Note 4) (7,848,364) (125,515,175) Change in Unrealized Net Appreciation of Investment 70,761,168 24,853,465 351,960,321 Realized Net Gain on Sale of Investments 6,421,322 131,350,833 Interest Expense (4,892,068) (4,892,068) Administrative Expenses (3,301,934) Assets Transferred (Note 2) 9,331,121 (9,790,376) ---------------- --------------- --------------- Net Increase (Decrease) 79,420,070 21,292,217 659,187,302 Net Assets Available for Benefits, Beginning of Year 207,752,049 124,533,174 2,534,574,396 ----------------- --------------- --------------- Net Assets Available for Benefits, End of Year $ 287,172,119 $ 145,825,391 $ 3,193,761,698 ================ =============== ===============
See Notes to Financial Statements. 5 9 JOHNSON & JOHNSON SAVINGS PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION For The Year Ended December 31, 1997
PARTICIPANT DIRECTED --------------------------------------------------------------------------- Fixed Intermediate USGS Fund Interest Fund Bond Fund Balanced Fund --------- ------------- --------- ------------- Employee Contributions (Note 3) $ 1,587,946 $ 24,359,500 $ 2,923,806 $ 12,382,348 Employer Contributions (Notes 3 and 9) 441,620 7,810,225 756,321 3,424,156 Interest 1,233,400 42,326,583 1,275,752 2,815,794 Dividends --------------- --------------- --------------- --------------- 3,262,966 74,496,308 4,955,879 18,622,298 Additions to (Deductions From) Net Assets: Cordis Transfer-In (Note 1) 7,931,904 1,049,127 693,369 3,045,445 Menlo Care Transfer-In (Note 1) 244,487 70,076 54,188 172,298 Payments to Participants (Note 4) (3,113,513) (32,375,500) (987,355) (3,699,437) Change in Unrealized Net Appreciation of Investments 185,025 2,943,813 Realized Net Gain on Sale of Investments 267,240 9,774,931 Interest Expense Administrative Expenses (21,462) (490,367) (57,967) (450,213) Assets Transferred (Note 2) (2,738,186) (34,646,485) (609,721) 6,811,915 --------------- --------------- --------------- --------------- Net Increase 5,566,196 8,103,159 4,500,658 37,221,050 Net Assets Available for Benefits, Beginning of Year 17,334,645 613,602,809 16,737,164 76,491,078 --------------- --------------- --------------- --------------- Net Assets Available for Benefits, End of Year $ 22,900,841 $ 621,705,968 $ 21,237,822 $ 113,712,128 =============== =============== =============== ===============
Diversified J&J Stock Fund Equity Fund Loan Fund -------------- ----------- --------- Employee Contributions (Note 3) $ 49,870,192 $ 32,332,066 Employer Contributions (Notes 3 and 9) 14,560,769 9,354,640 Interest 95,494 $ 721,709 Dividends 10,720,471 6,903,774 --------------- --------------- --------------- 75,246,926 48,590,480 721,709 Additions to (Deductions From) Net Assets: Cordis Transfer-In (Note 1) 12,418,643 9,267,835 2,435,281 Menlo Care Transfer-In (Note 1) 180,472 196,912 806 Payments to Participants (Note 4) (35,963,105) (17,964,449) (1,096,345) Change in Unrealized Net Appreciation of Investments 172,408,761 47,183,005 Realized Net Gain on Sale of Investments 27,728,168 71,310,358 Interest Expense Administrative Expenses (553,079) (1,344,646) Assets Transferred (Note 2) 4,749,100 26,593,560 --------------- --------------- --------------- Net Increase 256,215,886 183,833,055 2,061,451 Net Assets Available for Benefits, Beginning of Year 607,128,793 368,229,722 5,263,507 --------------- --------------- --------------- Net Assets Available for Benefits, End of Year $ 863,344,679 $ 552,062,777 $ 7,324,958 =============== =============== ===============
Employee Stock Ownership Plan Trust Fund ------------------------------- Total Allocated Unallocated Savings Plan --------- ----------- ------------ Employee Contributions (Note 3) $ 123,455,858 Employer Contributions (Notes 3 and 9) $ 6,993,782 43,341,513 Interest $ 77,543 85,759 48,632,034 Dividends 587,252 4,407,672 22,619,169 ------------ ------------- --------------- 664,795 11,487,213 238,048,574 Additions to (Deductions From) Net Assets: Cordis Transfer-In (Note 1) 36,841,604 Menlo Care Transfer-In (Note 1) 919,239 Payments to Participants (Note 4) (5,596,151) (100,795,855) Change in Unrealized Net Appreciation of Investments 54,780,550 32,129,331 309,630,485 Realized Net Gain on Sale of Investments 4,148,349 113,229,046 Interest Expense (5,488,436) (5,488,436) Administrative Expenses (2,917,734) Assets Transferred (Note 2) 11,814,141 (11,974,324) ------------ ------------- --------------- Net Increase 65,811,684 26,153,784 589,466,923 Net Assets Available for Benefits, Beginning of Year 141,940,365 98,379,390 1,945,107,473 ------------ ------------- --------------- Net Assets Available for Benefits, End of Year $207,752,049 $ 124,533,174 $ 2,534,574,396 ============ ============= ===============
See Notes to Financial Statements 6 10 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS 1. Organization: The Johnson & Johnson Savings Plan (the "Plan" a defined contribution plan) was established on June 1, 1982 for eligible salaried and non-union hourly employees of Johnson & Johnson ("J&J" or "the Company") and certain domestic subsidiaries. The Plan was designed to enhance the existing retirement program of eligible employees. The funding of the Plan is made through employee and Company contributions. The assets of the Plan are maintained in two Master Trust accounts ("Johnson & Johnson Savings Plan Trust" and "Johnson & Johnson Pension Trust Fund") and transactions therein are executed by the trustee, Bankers Trust Company. The Johnson & Johnson Savings Plan Trust and the Johnson & Johnson Pension Trust Fund are allocated based upon the total of each individual participant's share of the Johnson & Johnson Savings Plan Trust and the Johnson & Johnson Pension Trust Fund. Effective January 1, 1991, the Company implemented a Leveraged Employee Stock Ownership Plan ("ESOP") to supplement its existing 401(k) plan. The ESOP is a leveraged employee stock ownership plan and is designed to comply with Section 4975(e)(7) and the regulations thereunder of the Internal Revenue Code of 1986, as amended, and is subject to the applicable provisions of the Employee Retirement Income Security Act of 1974, as amended. The ESOP is used to fund an additional 25% match of employee contributions ("ESOP contribution"). Initial funding for the ESOP was made through an advance from Johnson & Johnson of $100 million, which was used to purchase 1,554,800 shares of J&J common stock on the open market (which equates to 6,219,200 shares when adjusted for subsequent stock splits). Of these shares, 2,631,026 (adjusted for stock splits) remain unallocated. These shares are allocated to Plan participants under a formula set forth in the note agreement relating to the advance from J&J. Accordingly, the financial statements of the Plan for the years 1998 and 1997 present separately the assets and liabilities and changes therein pertaining to: (a) the accounts of employees with vested rights in allocated stock (Allocated) and (b) stock not yet allocated to employees (Unallocated). Each participant is entitled to exercise voting rights attributable to the shares allocated to their account. The Company is entitled to exercise voting rights attributable to unallocated shares. 7 11 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 1. Organization, (Continued): In the third quarter of 1998, Johnson & Johnson incorporated a "dividend pass-through" feature into the Plan. This feature allows a participant to receive cash for dividends paid on certain shares owned through the plan. To receive a dividend pass-through, it is contingent on the ownership of shares in the Johnson & Johnson Stock Fund; it does not apply to any share owned in Employee Stock Ownership Plan Trust Fund. In order to receive dividend pass-through amounts, participant eligibility is based on the lesser of (a) 20% of the eligible compensation (annual base pay rate for the year plus 50% of prior calendar year commissions) or (b) IRS Pre-tax compensation limit ($10,000 in 1998) reduced by the estimated pre-tax contribution for the year (current pre-tax percentage times the eligible compensation for the year). For the 1998 plan year, the dividend pass-through amount recorded in the Plan statement of changes in net assets available for benefits as dividend income and payments to participants was $4,259,619. On October 1, 1998 and December 1, 1998, the assets of Clinical Diagnostics 401(k) Retirement Plan were transferred into the Johnson & Johnson Savings Plan; and on July 1, 1998, the assets of the UltraCision 401(k) Retirement Plan were transferred into the Johnson & Johnson Savings Plan. On April 2, 1997 and October 1, 1997, the assets of the Cordis Corp. Tax Sheltered Investment Plan and the Menlo Care 401(k) Retirement Plan, respectively, were transferred into the Johnson & Johnson Savings Plan. 2. Summary of Significant Accounting Policies: Valuation of Investments: Equity investments in the Johnson & Johnson Stock Fund and the ESOP, administered by the Bankers Trust Company, are valued at the average of the high and low market price on the last business day of the year. The cost of equity investments in the Johnson & Johnson Stock Fund are recorded at the average market price of the stock transactions for the month during which the contribution is made. The investments in the U.S. Government Securities ("USGS"), Fixed Interest, and Diversified Equity funds represent the Plan's share of assets in the Johnson & Johnson Savings Plan Trust ("Savings Plan Trust"). The USGS Fund consists of short-term obligations that are issued or guaranteed by the U.S. Government. Investments are valued at cost which approximates the market. Deposits in group annuity contracts in the Fixed Interest Fund are recorded at their contract values which approximates fair value because these investments have fully benefit-responsive features. Contract value represents contributions and reinvested income, less any withdrawals plus accrued interest. Participants may direct the withdrawal or transfer of all or a portion of their 8 12 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 2. Summary of Significant Accounting Policies (Continued): investment at contract value. However, withdrawals influenced by employer initiated events such as in connection with the sale of a business, may result in a distribution at other than contract value. There are no reserves against contract values for credit risk of contract issuers or otherwise. The average yield of the Fixed Interest Fund was approximately 6.71 percent for 1998 and 7.09 percent for 1997. The crediting interest rate of the Fixed Interest Fund was approximately 6.77 percent for 1998 and 7.33 percent for 1997. The difference between the average yield and crediting interest rate is due to administrative charges paid by the Plan. The crediting interest rate for the investment contracts is either agreed-to in advance with the issuer or varies based on an agreed-to formula, but cannot be less than zero. Equity investments and corporate obligations in the Diversified Equity Fund, managed by Capital Guardian Trust Company and J.P. Morgan Investment Management, Inc., are traded on a national securities exchange and are valued at the last reported market sales price on the last business day of the year. Investments in the Diversified Equity Fund are purchased periodically by Capital Guardian Trust Company and J.P. Morgan Investment Management, Inc. based on the prevailing market values of the underlying investments. The Intermediate Bond Fund invests in various kinds of bonds, primarily corporate and U.S. government bonds. The Balanced Fund is invested in a mix of stocks, bonds, and real estate. The investment in these funds represents the Plan's share of the assets in the Johnson & Johnson Pension Trust Fund ("Pension Trust Fund"). These investments are stated at fair value. Generally, they represent securities traded on a national securities exchange which are valued at the last reported sales price on the last business day of the year. Participant loans are valued at cost, which approximates fair value. Temporary cash investments are stated at redemption value which approximates fair value. Transfers: Transfers among funds, which are made at the participant's election, have been presented as assets transferred. With respect to the ESOP, transfers represent shares allocated to the participants. 9 13 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 2. Summary of Significant Accounting Policies (Continued): Use of Estimates: The preparation of the Plan's financial statements in conformity with generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date of the financial statements and the changes in net assets available for benefits during the reporting period and, when applicable, disclosures of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates. Risks and Uncertainties: The Plan provides for various participant investment options in funds which can invest in any combination of stocks, bonds, fixed income securities, mutual funds, and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants' account balances and the amounts reported in the statements of net assets available for benefits and the statements of changes in net assets available for benefits. Other: Interest and dividend income is recorded as earned on the accrual basis. Purchases and sales of investment securities are reflected on a trade-date basis. Gains and losses on sales of investment securities are determined on the average cost method. Administrative charges are allocated monthly bases on the quarterly percentage of assets in each of the six investment funds. All third party administrative expenses are paid by the Plan, except cost of entering new investment vehicles which are paid primarily by Johnson & Johnson. Certain reclassifications have been made to the 1997 Plan financial statements to conform to the 1998 presentation. 10 14 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 3. Contributions: Participating employees may contribute a minimum of 3% up to a maximum of 20% of their base salary plus 50 percent of eligible commissions in combinations of pre-and post-tax contributions. Pre-tax contributions may not exceed the smaller of 20% of their base salary including 50 percent of eligible commissions or $10,000 in 1998 and 16% of their base salary including 50 percent of eligible commissions or $9,500 in 1997. The Company contributes to the Plan an amount equal to 75% of the employee directed contributions of the participants up to a maximum of 6% of the employee's base salary and 50 percent of eligible commissions. Contributions are made to the Plan by participants through payroll deductions and by the Company on behalf of participants. Such contributions, with the exception of the ESOP contribution, are invested in any of the six investment funds at the direction of the participating employees. The 25% ESOP contribution is invested in J&J stock, except for employees over 55 years of age who may choose the alternative investments. ESOP shares are released from the unallocated portion of the ESOP each February following the payment of the loan (see note 9), in accordance with the ESOP Trust Agreement. Shares released, in accordance with the ESOP note agreement, may be more or less than shares earned by participants. In the accompanying statements of net assets available for benefits, shares earned by participants in excess of those allocated have been reflected in the accompanying financial statements as assets designated for transfer. The number of participants invested in each fund at December 31, 1998 and 1997 was:
1998 1997 ---- ---- U.S. Government Securities Fund 3,063 2,600 Fixed Interest Fund 17,580 18,321 Intermediate Bond Fund 4,091 3,404 Balanced Fund 10,327 8,729 Johnson & Johnson Stock Fund 27,360 24,368 Employee Stock Ownership Plan 33,713 31,759 Diversified Equity Fund 22,180 18,895
Participants may elect to invest in more than one fund and can change investment direction once every three months. A total of 36,704 and 35,136 active and former employees had investments in the Plan for 1998 and 1997, respectively. 11 15 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 4. Participant Accounts and Benefits: All participants are fully vested in their contributions and the Company match. The benefit to which a Plan participant is entitled is the amount provided by contributions (Company and participant) and investment earnings thereon (including net realized and unrealized investment gains and losses) which have been allocated to such participant's account balance. Allocations are based on participant earnings or account balance, as defined. Participants are allowed to withdraw their after-tax contributions and earnings thereon, at any time. Participants may withdraw before-tax contributions only upon meeting certain hardship conditions. 5. Loans to Participants: Participants may borrow up to a maximum of 50% of their account balance or $50,000, whichever is less. Loans bear a market rate of interest plus 1% and are repayable within five years. Loans are secured by the balance in the participant accounts. 12 16 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 6. Investments: Investments held by the Plan as of December 31, 1998 are summarized as follows:
Johnson & Johnson Employee Stock Ownership Stock Fund Plan Trust Fund Combined ------------------------------- ------------------------------- ------------------------------- Fair Value Cost Fair Value Cost Fair Value Cost ---------- ---- ---------- ---- ---------- ---- Johnson & Johnson Common Stock $1,123,468,342 $ 469,850,905 $ 478,730,076 $ 91,946,210 $1,602,198,418 $ 561,797,115 Temporary Cash Investments 4,686,151 4,686,151 5,880,388 5,880,388 10,566,539 10,566,539 -------------- -------------- -------------- -------------- -------------- -------------- $1,128,154,493 $ 474,537,056 $ 484,610,464 $ 97,826,598 $1,612,764,957 $ 572,363,654 ============== ============== ============== ============== ============== ==============
The investments in the U.S.G.S., Fixed Interest, and the Diversified Equity Funds reflected in the accompanying Statement of Net Assets Available for Benefits represent the Plan's share of investments (approximately 99.5% of fair value) held by the Johnson & Johnson Savings Plan Trust. Total investments held by the Savings Plan Trust on behalf of the Plan and the Johnson & Johnson Savings Plan for Union Represented Employees are summarized as follows:
Description Fair Value Cost ----------- ---------- ---- USGS Fund: U.S. Government Securities - Short Term $ 30,466,695 $ 30,466,695 Other* 138,992 138,992 Fixed Interest Fund: Deposits in Group Annuity Contracts 634,215,282 634,215,282 Other* 3,286,951 3,286,951 Diversified Equity Fund: Common Stocks 764,674,566 548,124,829 Other* 4,178,130 4,178,130 -------------- --------------- $1,436,960,616 $ 1,220,410,879 ============== ===============
*Other consists of interest and/or dividends receivable. 13 17 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 6. Investments, (continued): As of December 31, 1998, the investments in the Intermediate Bond and Balanced Funds reflected in the accompanying Statement of Net Assets Available for Benefits represent the Plan's share of investments (approximately 6.5% of fair value) held by the Johnson & Johnson Pension Trust Fund. Total investments held by the Pension Trust Fund on behalf of the Plan and the various Johnson & Johnson Pension Plans are summarized as follows:
Description Fair Value Cost ----------- ---------- ---- U.S. Government Securities - Short Term $ 88,842,142 $ 86,445,403 Corporate Bonds & Notes - Short Term 120,087,554 120,447,976 U.S. Government Securities - Long Term 109,212,710 108,202,456 Corporate Bonds & Notes - Long Term 118,451,198 124,404,110 Common Stocks: Johnson & Johnson 420,817,650 26,353,605 Other 1,792,008,039 1,423,899,173 Preferred Stocks 30,757,224 26,973,063 Commingled Investment Funds 204,839,027 195,837,097 Temporary Investments 82,892,180 83,127,335 Other 42,063,434 41,991,873 -------------- -------------- $3,009,971,158 $2,237,682,091 ============== ==============
Investments held by the Plan as of December 31, 1997 are summarized as follows:
Johnson & Johnson Employee Stock Ownership Stock Fund Plan Trust Fund Combined ------------------------------- ------------------------------- ------------------------------- Fair Value Cost Fair Value Cost Fair Value Cost ---------- ---- ---------- ----- ---------- ---- Johnson & Johnson Common Stock $ 863,403,725 $ 406,920,306 $ 384,941,911 $ 93,741,626 $1,248,345,636 $ 500,661,932 Temporary Cash Investments 54 54 5,248,646 5,248,646 5,248,700 5,248,700 -------------- -------------- -------------- -------------- -------------- -------------- $ 863,403,779 $ 406,920,360 $ 390,190,557 $ 98,990,272 $1,253,594,336 $ 505,910,632 ============== ============== ============== ============== ============== ==============
14 18 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 6. Investments (continued): As of December 31, 1997, the investments in the U.S.G.S., Fixed Interest, and the Diversified Equity Funds reflected in the accompanying Statement of Net Assets Available for Benefits represent the Plan's share of investments (approximately 99.6% of fair value) held by the Johnson & Johnson Savings Plan Trust. Total investments held by the Savings Plan Trust on behalf of the Plan and the Johnson & Johnson Savings Plan for Union Represented Employees are summarized as follows:
Description Fair Value Cost ----------- ---------- ---- USGS Fund: U.S. Government Securities - Short Term $ 23,731,721 $ 23,731,721 Other* 114,306 114,306 Fixed Interest Fund: Deposits in Group Annuity Contracts 620,414,165 620,414,165 Other* 2,943,913 2,943,913 Diversified Equity Fund: Common Stocks 554,290,739 406,787,164 Other* 1,156,321 1,156,321 -------------- -------------- $1,202,651,165 $1,055,147,590 ============== ==============
* Other consists of interest and/or dividends receivable. As of December 31, 1997, the investments in the Intermediate Bond and Balanced Funds reflected in the accompanying Statement of Net Assets Available for Benefits represent the Plan's share of investments (approximately 4.0% of fair value) held by the Johnson & Johnson Pension Trust Fund. Total investments held by the Pension Trust Fund on behalf of the Plan and the various Johnson & Johnson Pension Plans are summarized as follows:
Description Fair Value Cost ----------- ---------- ---- U.S. Government Securities - Short Term $ 153,543,208 $ 151,120,429 Corporate Bonds & Notes - Short Term 123,628,255 120,714,183 U.S. Government Securities - Long Term 50,059,407 48,244,801 Corporate Bonds & Notes - Long Term 95,958,893 93,166,648 Common Stocks: Johnson & Johnson 354,881,800 28,297,086 Other 1,513,081,721 1,298,698,029 Preferred Stocks 25,792,091 21,845,779 Commingled Investment Funds 174,986,840 167,925,592 Temporary Investments 107,202,377 105,645,805 Other 15,262,481 15,304,755 -------------- -------------- $2,614,397,073 $2,050,963,107 ============== ==============
15 19 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 6. Investments, (continued): Realized gains on investments sold and distributed during the years ended December 31, 1998 and 1997 are summarized as follows:
J&J Stock Fund Diversified Equity Fund ---------------------------------------- ------------------------------------------ Book Value Proceeds Gain Book Value Proceeds Gain ---------- -------- ---- ---------- -------- ---- 1998 $54,377,538 $105,328,223 $50,950,685 $537,294,947 $601,342,605 $64,047,658 1997 33,353,446 61,081,614 27,728,168 435,908,633 507,218,991 71,310,358
Employee Stock Ownership Plan Fund -------------------------------------- Book Value Proceeds Gain ---------- -------- ---- 1998 $5,461,721 $11,883,043 $6,421,322 1997 3,409,578 7,557,927 4,148,349
Intermediate Bond Fund Balanced Fund ------------------------------------- ----------------------------------------- Book Value Proceeds Gain Book Value Proceeds Gain ---------- -------- ---- ---------- -------- ---- 1998 $45,282,372 $45,574,730 $292,358 $174,560,399 $184,199,209 $9,638,810 1997 15,772,029 16,039,269 267,240 108,450,137 118,225,068 9,774,931
16 20 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 7. Tax Status: The Internal Revenue Service has determined and informed the Company by a letter dated April 25, 1996, that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (IRC). The Plan has been amended since receiving the determination letter. However, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with applicable requirements of the IRC. 8. Termination Priorities: The Company has the right to terminate the Plan at any time, and in the event the Plan is terminated, subject to conditions set forth in ERISA, the amount of each participant's account balance in the Plan is fully vested. 9. Indebtedness In connection with the formation of the Plan's ESOP feature, the Plan borrowed $100 million from Johnson & Johnson for the purpose of purchasing J&J common stock. The note bears interest at 9% and is payable through February 15, 2005. The Company is obligated to make contributions in cash to the ESOP which, when aggregated with the ESOP's dividends and interest earnings, equal the amount necessary to enable the ESOP to make its regularly scheduled payments of principal and interest due on the term loan. Aggregate maturities for the next five years are as follows: 1999 6,955,528 2000 7,289,791 2001 7,664,462 2002 8,082,746 2003 8,548,156 Thereafter 14,983,593 ----------- $53,524,276 ===========
In the event of Plan termination or of termination of the employee stock ownership portion of the Plan, any unallocated shares shall be sold to the Company or on the open market. The proceeds of such sale shall be used to satisfy the outstanding principal and interest. The Company has no rights against shares once they are allocated under the ESOP. 10. Concentrations of Credit Risk Financial instruments which potentially subject the Plan to concentrations of credit risk consist principally of the Fixed Interest Fund holdings in fully benefit-responsive group annuity contracts with insurance and other financial institutions. 17 21 JOHNSON & JOHNSON SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 10. Concentrations of Credit Risk, (Continued): The Fund places its fully benefit-responsive group annuity contracts with high-credit quality institutions and, by policy, limits the amount of credit exposure to any one financial institution. If any of the insurance companies that the group annuity contracts are invested with fail to perform according to the contract, the asset value of the Plan could be impaired. 11. Reconciliation of Financial Statements to Form 5500: The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500:
December 31, December 31, 1998 1997 ---- ---- Net Assets Available for Benefits $3,193,761,698 $2,534,574,396 Per the Financial Statements Amounts Allocated to Withdrawing Participants (8,151,647) (6,758,039) -------------- -------------- Net Assets Available for Benefits Per the Form 5500 $3,185,610,051 $2,527,816,357 ============== ==============
Year Ended Year Ended December 31, December 31, 1998 1997 ---- ---- Benefits Paid to Participants Per the Financial Statements $125,515,175 $100,795,855 Add: Amounts Allocated to Withdrawing Participants at December 31, 1998 and 1997 8,151,647 6,758,039 Less: Amounts Allocated to Withdrawing Participants at December 31, 1997 and 1996 (6,758,039) (5,390,992) ------------ ------------ Benefits Paid to Participants Per the Form 5500 $126,908,783 $102,162,902 ============ ============ Amounts allocated to the withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to December 31, 1998 and 1997 but not yet paid as of that date.
18 22 Supplemental Schedule JOHNSON & JOHNSON SAVINGS PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1998
FACE AMOUNT OR SHARES ISSUES COST FAIR VALUE - --------- ------ ---- ---------- J&J STOCK FUND Common Stock 13,413,082 shs. Johnson & Johnson $469,850,905 $1,123,468,342 Temporary Investments $4,686,151 BT Pyramid Directed Account Cash Fund 4,686,151 4,686,151 ------------ -------------- Total J&J Stock Fund $474,537,056 $1,128,154,493 ============ ==============
EMPLOYEE STOCK OWNERSHIP PLAN TRUST FUND
Common Stock ------------ 5,716,180 shs. Johnson & Johnson $91,946,210 $478,730,076 Temporary Investment $5,880,388 BT Pyramid Directed Account Cash Fund 5,880,388 5,880,388 ----------- ------------ Total ESOP Trust Fund $97,826,598 $484,610,464 =========== ============
19 23 Supplemental Schedule JOHNSON & JOHNSON SAVINGS PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1998
FACE AMOUNT ISSUES FAIR VALUE - ----------- ------ ---------- Loan Fund $7,082,452 Loans to Participants (Fixed Interest rate based on the prime lending rate plus one percentage point. The repayment period is from one to five years.) $7,082,452 $69,415 Interest Receivable 69,415 ------- Total Loan Fund $7,151,867 ==========
20 24 Supplemental Schedule JOHNSON & JOHNSON SAVINGS PLAN ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1998
DISPOSED ACQUIRED -------------------------------------------------- --------------------------- SECURITY/PARTY GAIN/ DESCRIPTION SALES COSTS PROCEEDS (LOSS) PURCHASES COSTS - ----------- ----- ----- -------- ------ --------- ----- (# of Transactions) (# of Transactions) SERIES OF TRANSACTIONS: BT Pyramid Directed Account-Cash Fund (a) $77,249,504 $77,249,504 0 (a) $86,924,200 Johnson & Johnson Common Stock 158 $58,817,392
(a) Trustee is unable to provide detailed information on the number of transactions. 21 25 Supplemental Schedule JOHNSON & JOHNSON SAVINGS PLAN ITEM 27e - SCHEDULE OF NONEXEMPT TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1998
PURCHASES SALES --------------------------------- -------------------------- NAME AFFILIATION COST SALES PRICE GAIN - ---- ----------- ---- ----------- ---- Johnson & Johnson Common Stock Plan Administrator $58,817,392 $ - $ -
22 26 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (File Nos. 2-77153 and 33-40295) of Johnson & Johnson of our report dated June 11, 1999 relating to the financial statements and financial statement schedules of the Johnson & Johnson Savings Plan, which appears in this Form 11-K. Florham Park, New Jersey PricewaterhouseCoopers LLP June 24, 1999 EX-99.A.II 3 RETIREMENT SAVINGS PLAN 1 Exhibit 99(a)(ii) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K ------------------------------ [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the Fiscal Year Ended January 3, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] Commission File Number 1-3215 ------------------------------ JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN (Full title of the Plan) JOHNSON & JOHNSON ONE JOHNSON & JOHNSON PLAZA NEW BRUNSWICK, NEW JERSEY 08933 (Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office) 2 Item 4. Financial Statements and Exhibits Report of Independent Accountants Financial Statements: Statements of Net Assets Available for Benefits, with Fund Information as of December 31, 1998 and 1997 Statements of Changes in Net Assets Available for Benefits, with Fund Information for the years ended December 31, 1998 and 1997 Notes to Financial Statements Supplemental Schedules: Item 27a - Schedule of Assets Held For Investment Purposes at December 31, 1998 Item 27d - Schedule of Reportable Transactions for the year ended December 31, 1998 Item 27e - Schedule of Non-Exempt Transactions for the year ended December 31, 1998 Consent of PricewaterhouseCoopers LLP, dated June 24, 1999 The Plan. 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 annual report to be signed on its behalf by the undersigned hereunto duly authorized. JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN By: /s/ R.J. Darretta ------------------------------- R. J. Darretta Chairman, Pension Committee June 25, 1999 3 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN ------------------ FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES AS OF AND FOR THE YEARS ENDED DECEMBER 31, 1998 AND 1997 4 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN INDEX Report of Independent Accountants 2 Financial Statements: Statements of Net Assets Available for Benefits, with Fund Information as of December 31, 1998 and 1997 3 Statements of Changes in Net Assets Available for Benefits, with Fund Information for the years ended December 31, 1998 and 1997 4 Notes to Financial Statements 5-10 Supplemental Schedules: Item 27a - Schedule of Assets Held For Investment Purposes at December 31, 1998 11 Item 27d - Schedule of Reportable Transactions for the year ended December 31, 1998 12 Item 27e - Schedule of Non-Exempt Transactions for the year ended December 31, 1998 13
1 5 REPORT OF INDEPENDENT ACCOUNTANTS To the Pension and Benefits Committees of Johnson & Johnson 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 Johnson & Johnson Retirement Savings Plan (the "Plan") as of December 31, 1998 and 1997, and the changes in net assets available for benefits for the years then ended, 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 schedule of assets held for investment purposes, schedule of reportable transactions, and schedule of non-exempt 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 statements of changes in net assets available for benefits is presented for the purposes of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of each fund. 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. Florham Park, New Jersey PricewaterhouseCoopers LLP June 11, 1999 2 6 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION as of December 31, 1998 and 1997
PARTICIPANT DIRECTED ----------------------------------------------------------- 1998 ----------------------------------------------------------- Short-Term Investment J&J Total Fund Stock Fund Equity Fund Savings Plan ---- ---------- ----------- ------------ ASSETS: Investments at Fair Value (Notes 2 and 5) $ 4,391,628 $ 66,829,069 $ 4,630,626 $ 75,851,323 ----------- ------------ ----------- ------------ Total Assets 4,391,628 66,829,069 4,630,626 75,851,323 ----------- ------------ ----------- ------------ LIABILITIES: Accrued Expenses 3,467 51,607 3,542 58,616 Net Assets Available for Benefits $ 4,388,161 $ 66,777,462 $ 4,627,084 $ 75,792,707 ============ ============= ============ =============
PARTICIPANT DIRECTED --------------------------------------------------------- 1997 --------------------------------------------------------- Short-Term Investment J&J Total Fund Stock Fund Equity Fund Savings Plan ---- ---------- ----------- ------------ ASSETS: Investments at Fair Value (Notes 2 and 5) $ 4,471,863 $ 50,761,081 $ 3,768,354 $ 59,001,298 ----------- ------------ ----------- ------------ Total Assets 4,471,863 50,761,081 3,768,354 59,001,298 ----------- ------------ ----------- ------------ LIABILITIES: Accrued Expenses 2,860 32,601 2,389 37,850 Net Assets Available for Benefits $ 4,469,003 $ 50,728,480 $ 3,765,965 $ 58,963,448 ============ ============= ============ ============
See Notes to Financial Statements 3 7 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION For The Years Ended December 31, 1998 and 1997
PARTICIPANT DIRECTED ------------------------------------------------------------------ 1998 ------------------------------------------------------------------ Short-Term Investment J&J Total Fund Stock Fund Equity Fund Savings Plan ---- ---------- ----------- ------------ Employee Contributions (Note 3) $ 790,528 $5,431,705 $ 715,315 $ 6,937,548 Employer Contributions (Note 3) 13,644 2,982,748 890 2,997,282 Interest 233,744 15,534 249,278 Dividend 758,206 468,148 1,226,354 ---------- ----------- ---------- ----------- 1,037,916 9,188,193 1,184,353 11,410,462 Additions to (Deductions From) Net Assets: Payments to Participants (Note 4) (610,755) (7,562,632) (524,901) (8,698,288) Change in Unrealized Net Appreciation of Investments 8,843,308 176,584 9,019,892 Realized Net Gain on Sale of Investments 5,179,819 207,209 5,387,028 Realized Net Gain on Stock Distributed Administrative Expenses (19,003) (253,106) (17,726) (289,835) Assets Transferred (Note 2) (489,000) 653,400 (164,400) ---------- ----------- ---------- ----------- Net Increase (Decrease) (80,842) 16,048,982 861,119 16,829,259 Net Assets Available for Benefits, Beginning of Year 4,469,003 50,728,480 3,765,965 58,963,448 ---------- ----------- ---------- ----------- Net Assets Available for Benefits, End of Year $4,388,161 $66,777,462 $4,627,084 $75,792,707 ========== =========== ========== ===========
PARTICIPANT DIRECTED ----------------------------------------------------------------- 1997 ----------------------------------------------------------------- Short-Term Investment J&J Total Fund Stock Fund Equity Savings Plan ---- ---------- ------ ------------ Fund Employee Contributions (Note 3) $ 898,413 $ 4,757,028 $ 663,842 $ 6,319,283 Employer Contributions (Note 3) 17,940 2,829,851 1,425 2,849,216 Interest 236,568 7,124 243,692 Dividend 638,704 376,308 1,015,012 ---------- ----------- ---------- ----------- 1,152,921 8,232,707 1,041,575 10,427,203 Additions to (Deductions From) Net Assets: Payments to Participants (Note 4) (568,339) (6,043,143) (605,008) (7,216,490) Change in Unrealized Net Appreciation of Investments 9,730,269 324,143 10,054,412 Realized Net Gain on Sale of Investments 2,249,648 192,286 2,441,934 Realized Net Gain on Stock Distributed 22,936 22,936 Administrative Expenses (21,290) (212,210) (16,222) (249,722) Assets Transferred (Note 2) (501,000) 624,600 (123,600) ---------- ----------- ---------- ----------- Net Increase (Decrease) 62,292 14,604,807 813,174 15,480,273 Net Assets Available for Benefits, Beginning of Year 4,406,711 36,123,673 2,952,791 43,483,175 ---------- ----------- ---------- ----------- Net Assets Available for Benefits, End of Year $4,469,003 $50,728,480 $3,765,965 $58,963,448 ========== =========== ========== ===========
See Notes to Financial Statements 4 8 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS 1. Organization: The Johnson & Johnson Retirement Savings Plan (the "Plan" - a defined contribution plan) was established on March 1, 1990 for eligible employees of certain subsidiaries of Johnson & Johnson (the "Company") located in Puerto Rico which have adopted the Plan. The Plan was designed to provide eligible employees with an opportunity to strengthen their financial security at retirement by providing an incentive to save and invest regularly. The funding of the Plan is made through employee and Company contributions. The assets of the Plan are maintained and transactions therein are executed by the trustee, Banco Popular de Puerto Rico. 2. Summary of Significant Accounting Policies: Valuation of Investments: Equity investments in the Johnson & Johnson Stock Fund, administered by the Banco Popular de Puerto Rico, are valued at the closing market price on the last business day of the year. Equity investments in the Equity Fund, managed by the Capital Research and Management Company, represent shares of a registered investment company and are valued at quoted market price which represents the net asset value of shares held by the Plan at year-end. The cost of equity investments in the Johnson & Johnson Stock Fund are recorded at the average market price of the stock transactions for the month during which the contribution is made. Units in the Equity Fund are purchased throughout the month at the prevailing quoted market price on those dates. Deposits in short-term investments in the Short-Term Investment Fund are principally purchases of shares of the Prime Portfolio of Vanguard Money Market Reserves, Inc. The Portfolio invests in securities which mature in less than one year. The value of this portfolio is the market value on the last business day of the year. Temporary cash investments are stated at redemption value which approximates fair value. Transfers: Transfers among funds, which are made at the participant's election, have been presented as assets transferred. 5 9 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 2. Summary of Significant Accounting Policies, (continued) Use of Estimates: The preparation of the Plan's financial statements in conformity with generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date of the financial statements and the changes in net assets available for benefits during the reporting period and, when applicable, disclosures of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates. Risks and Uncertainties: The Plan provides for various participant investment options in funds which can invest in any combination of stocks, bonds, fixed income securities, mutual funds, and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants' account balances and the amounts reported in the statements of net assets available for benefits and the statements of changes in net assets available for benefits. Other: Interest and dividend income are recorded as earned on the accrual basis. Purchases and sales of investment securities are reflected on a trade-date basis. Gains and losses on sales of investment securities are determined on the average cost method. All third party administrative expenses are paid by the Plan, except costs of entering new investment vehicles which are paid primarily by Johnson & Johnson. 3. Contributions: Participating employees may contribute a minimum of 3% up to a maximum of 6% pre-tax and/or 1% to 10% post-tax of their base salary. Pre-tax contributions may not exceed $8,000 in 1998 and $7,500 in 1997 under Puerto Rico law. The Company contributes to the Plan, out of current or accumulated profits, an amount equal to 66-2/3% of the employee's pre-tax contributions for the Plan year. 6 10 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 3. Contributions, (continued) Contributions are made to the Plan by participants through payroll deductions and by the Company on behalf of participants. Employee contributions are to be invested in any of the three investment funds at the direction of the participating employees. All Company contributions are made to the J&J Stock Fund, except for participants over the age of 50, who may choose the alternative investments. The number of participants invested in each fund at December 31, 1998 and 1997 was:
1998 1997 ---- ---- Johnson & Johnson Stock Fund 3,295 3,142 Equity Fund 1,115 1,119 Short-Term Investments Fund 1,285 1,422
Participants may elect to invest in more than one fund and can change their investment direction twice a year. A total of 3,316 and 3,340 active and former employees had investments in the Plan for 1998 and 1997, respectively. 4. Participant Accounts and Benefits: All participants are fully vested in their contributions and the Company match. The benefit to which a Plan participant is entitled is the amount provided by contributions (Company and participant) and investment earnings thereon (including net realized and unrealized investment gains and losses) which have been allocated to such participant's account balance. Allocations are based on participant's earnings or account balance, as defined. Participants are allowed to withdraw their after-tax contributions and earnings thereon, at any time. Participants may withdraw before-tax contributions only upon meeting certain hardship conditions. 7 11 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 5. Investments held by the Plan as of December 31, 1998 and 1997 are summarized as follows:
1998 ----------------------------------------------------------------------------------------- Short-Term Johnson & Johnson Investment Fund Stock Fund Equity Fund ------------------------- --------------------------- ------------------------ Fair Value Cost Fair Value Cost Fair Value Cost ---------- ---- ---------- ---- ---------- ---- Common Stocks: Johnson & Johnson $65,972,049 $29,114,361 Mutual Funds $4,630,626 $3,609,938 Temporary Cash Investments $4,391,628 $4,391,628 857,020 857,020 ---------- ---------- ----------- ----------- ---------- ---------- $4,391,628 $4,391,628 $66,829,069 $29,971,381 $4,630,626 $3,609,938 ========== ========== =========== =========== ========== ==========
Total --------------------------- Fair Value Cost ---------- ---- Common Stocks: Johnson & Johnson $65,972,049 $29,114,361 Mutual Funds 4,630,626 3,609,938 Temporary Cash Investments 5,248,648 5,248,648 ----------- ----------- $75,851,323 $37,972,947 =========== ===========
8 12 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 5. Investments, (continued):
1997 ------------------------------------------------------------------------------------------ Short-Term Johnson & Johnson Investment Fund Stock Fund Equity Fund ------------------------- --------------------------- ----------------------- Fair Value Cost Fair Value Cost Fair Value Cost ---------- ---- ---------- ---- ---------- ---- Common Stocks: Johnson & Johnson $50,432,978 $26,170,766 Mutual Funds $3,768,354 $2,924,250 Temporary Cash Investments $4,471,863 $4,471,863 328,103 328,103 ---------- ---------- ----------- ----------- ---------- ---------- $4,471,863 $4,471,863 $50,761,081 $26,498,869 $3,768,354 $2,924,250 ========== ========== =========== =========== ========== ==========
Total --------------------------- Fair Value Cost ---------- ---- Common Stocks: Johnson & Johnson $50,432,978 $26,170,766 Mutual Funds 3,768,354 2,924,250 Temporary Cash Investments 4,799,966 4,799,966 ----------- ----------- $59,001,298 $33,894,982 =========== ===========
Realized gains on investments sold and distributed during the years ended December 31, 1998 and 1997 are summarized as follows:
J&J Stock Fund Equity Fund ----------------------------------------- -------------------------------------- Book Value Proceeds Gain Book Value Proceeds Gain ---------- -------- ---- ---------- -------- ---- 1998 $3,228,341 $8,408,160 $5,179,819 $613,199 $820,410 $207,209 1997 4,183,618 6,456,202 2,272,584 490,614 682,900 192,286
9 13 JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS, Continued 6. Tax Status: The Plan constitutes a qualified plan under Section 165(a) of the Puerto Rico Income Tax Act of 1954 as amended, (the "ITA"), and the Plan and related Trust accounts are exempt from Puerto Rico income taxes under Section 165(a) and 165(e) of the ITA. The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan's tax counsel believe that the Plan is currently designed and operated in compliance with the applicable requirements of the Puerto Rico tax code. Therefore, no provision for income taxes has been included in the Plan's financial statements. 7. Termination Priorities: The Company has the right to terminate the Plan at any time and in the event the Plan is terminated, subject to conditions set forth in ERISA, the amount of each participant's account balance in the Plan is fully vested. 8. Reconciliation of Financial Statements to Form 5500: The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500:
December 31, 1998 1997 ---- ---- Net Assets Available for Benefits Per the Financial Statements $75,792,707 $58,963,448 Amounts Allocated to Withdrawing Participants (542,913) (571,341) ----------- ----------- Net Assets Available for Benefits Per the Form 5500 $75,249,794 $58,392,107 =========== ===========
Years Ended December 31, 1998 1997 ---- ---- Benefits Paid to Participants Per the Financial Statements $8,698,288 $7,216,490 Add: Amounts Allocated to Withdrawing Participants at December 31, 1998 and 1997 542,913 571,341 Less: Amounts Allocated to Withdrawing Participants at December 31, 1997 and 1996 (571,341) (267,610) ---------- ---------- Benefits Paid to Participants Per the Form 5500 $8,669,860 $7,520,221 ========== ==========
Amounts allocated to the withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to December 31, 1998 and 1997 but not yet paid as of that date. 10 14 Supplemental Schedule JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1998
FACE AMOUNT OR SHARES ISSUES COST FAIR VALUE --------- ------ ---- ---------- J&J STOCK FUND Common Stock 786,552 shs Johnson & Johnson $29,114,361 $65,972,049 Temporary Investments $857,020 U.S. Treasury Obligations 857,020 857,020 ----------- ----------- Total J&J Stock Fund $29,971,381 $66,829,069 =========== =========== SHORT-TERM INVESTMENT FUND Money Market funds Vanguard Money Market Reserves Prime $4,391,628 Portfolio $4,391,628 $4,391,628 ---------- ---------- EQUITY FUND Mutual Funds 149,038.629 shs. Investment Company of America $3,609,938 $4,630,626 ========== ==========
11 15 Supplemental Schedule JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1998
DISPOSED ACQUIRED --------------------------------------- ------------------------ SECURITY/PARTY GAIN/ DESCRIPTION SALES COSTS PROCEEDS (LOSS) PURCHASES COSTS ----- ----- -------- ---- --------- ----- (# of Transactions) (# of Transactions) SERIES OF TRANSACTIONS: Johnson & Johnson Common Stock 1 $83,565 $166,510 $82,945 46 $1,682,450 The Vanguard Group 23 $892,847 $892,847 56 $1,015,153
12 16 Supplemental Schedule JOHNSON & JOHNSON RETIREMENT SAVINGS PLAN ITEM 27e - SCHEDULE OF NON-EXEMPT TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1998
PURCHASES SALES -------------------------------------- --------------------------- NAME AFFILIATION COST SALES PRICE GAIN - ---- ----------- ---- ----------- ---- Johnson & Johnson Common Stock Plan Administrator $1,682,450 $ - $ -
13 17 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (File No. 33-32875) of Johnson & Johnson of our report dated June 11, 1999 relating to the financial statements and financial statement schedules of the Johnson & Johnson Retirement Savings Plan, which appears in this Form 11-K. Florham Park, New Jersey PricewaterhouseCoopers LLP June 24, 1999 EX-99.A.III 4 SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES 1 Exhibit 99(a)(iii) SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K ------------------------------ [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the Fiscal Year Ended January 3, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] Commission File Number 1-3215 ------------------------------ JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES (Full title of the Plan) JOHNSON & JOHNSON ONE JOHNSON & JOHNSON PLAZA NEW BRUNSWICK, NEW JERSEY 08933 (Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office) 2 Item 4. Financial Statements and Exhibits Report of Independent Accountants Financial Statements: Statements of Net Assets Available for Benefits, with Fund Information as of December 31, 1998 and 1997 Statements of Changes in Net Assets Available for Benefits, with Fund Information for the years ended December 31, 1998 and 1997 Notes to Financial Statements Supplemental Schedules: Item 27a - Schedule of Assets Held For Investment Purposes at December 31, 1998 Item 27d - Schedule of Reportable Transactions for the year ended December 31, 1998 Item 27e - Schedule of Non-Exempt Transactions for the year ended December 31, 1998 Consent of PricewaterhouseCoopers LLP, dated June 24, 1999 The Plan. 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 annual report to be signed on its behalf by the undersigned hereunto duly authorized. JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES By: /s/ R.J. Darretta -------------------------------- R. J. Darretta Chairman, Pension Committee June 25, 1999 3 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES ----------------- FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES AS OF AND FOR THE YEARS ENDED DECEMBER 31, 1998 AND 1997 4 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES INDEX Report of Independent Accountants 2 Financial Statements: Statements of Net Assets Available for Benefits, with Fund Information as of December 31, 1998 and 1997 3-4 Statements of Changes in Net Assets Available for Benefits, with Fund Information for the years ended December 31, 1998 and 1997 5-6 Notes to Financial Statements 7-13 Supplemental Schedules: Item 27a - Schedule of Assets Held for Investment Purposes at December 31, 1998 14 Item 27d - Schedule of Reportable Transactions for the year ended December 31, 1998 15 Item 27e - Schedule of Non-Exempt Transactions for the year ended December 31, 1998 16
1 5 REPORT OF INDEPENDENT ACCOUNTANTS To the Pension and Benefits Committees of Johnson & Johnson 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 Johnson & Johnson Savings Plan for Union Represented Employees (the "Plan") as of December 31, 1998 and 1997, and the changes in net assets available for benefits for the years then ended, 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 schedule of assets held for investment purposes, schedule of reportable transactions, and schedule of non-exempt 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 statements of changes in net assets available for benefits is presented for the purposes of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of each fund. 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. Florham Park, New Jersey PricewaterhouseCoopers LLP June 11, 1999 2 6 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION As of December 31, 1998
PARTICIPANT DIRECTED -------------------------------------------------------------------------------- Fixed J&J Diversified Total USGS Fund Interest Fund Stock Fund Equity Fund Savings Plan --------- ------------- ---------- ----------- ------------ ASSETS: Deposits in Group Annuity Contracts (Note 2) $1,860,044 $1,860,044 Investments at Fair Value (Notes 2 and 5) $17,436,911 17,436,911 Investments in Master Trust (Notes 2 and 5) $1,008,405 $4,494,429 5,502,834 Accrued Dividends and Interest Receivable 4,297 10,121 214 25,069 39,701 --------- ----------- ------------ ----------- ------------ Total Assets 1,012,702 1,870,165 17,437,125 4,519,498 24,839,490 --------- ----------- ------------ ----------- ------------ LIABILITIES: Accrued Transfers 29,100 (4,801) (68,400) 44,101 --------- ----------- ------------ ----------- ------------ Net Assets Available for Benefits $ 983,602 $ 1,874,966 $ 17,505,525 $ 4,475,397 $ 24,839,490 ========= =========== ============ =========== ============
See Notes to Financial Statements 3 7 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION As of December 31, 1997
PARTICIPANT DIRECTED ------------------------------------------------------------------------------- Fixed J&J Diversified Total USGS Fund Interest Fund Stock Fund Equity Fund Savings Plan --------- ------------- ---------- ----------- ------------ ASSETS: Deposits in Group Annuity Contracts (Note 2) $1,597,318 $ 1,597,318 Investments at Fair Value (Notes 2 and 5) $12,291,567 12,291,567 Investments in Master Trust (Notes 2 and 5) $933,114 $3,069,219 4,002,333 Accrued Dividends and Interest Receivable 4,518 7,579 238 6,360 18,695 -------- ---------- ----------- ---------- ----------- Total Assets 937,632 1,604,897 12,291,805 3,075,579 17,909,913 LIABILITIES: Accrued Transfers 17,600 17,500 (37,200) 2,100 -------- ---------- ----------- ---------- ----------- Net Assets Available for Benefits $920,032 $1,587,397 $12,329,005 $3,073,479 $17,909,913 ======== ========== =========== ========== ===========
See Notes to Financial Statements 4 8 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION For The Year Ended December 31, 1998
PARTICIPANT DIRECTED ------------------------------------------------------------------------- Fixed J&J Diversified Total USGS Fund Interest Fund Stock Fund Equity Fund Savings Plan --------- ------------- ---------- ----------- ------------ Employee Contributions (Note 3) $177,832 $349,624 $1,528,145 $761,834 $ 2,817,435 Employer Contributions (Note 3) 610,149 610,149 Interest 52,839 112,154 2,929 167,922 Dividends 190,534 50,401 240,935 -------- ---------- ----------- ---------- ----------- 230,671 461,778 2,331,757 812,235 3,836,441 Additions to (Deductions From) Net Assets: Payments to Participants (Note 4) (47,682) (104,718) (759,124) (162,697) (1,074,221) Change in Unrealized Net Appreciation of Investment 3,262,162 395,659 3,657,821 Realized Net Gain on Sale of Investments 180,470 365,123 545,593 Realized Net Gain on Stock Distributed 32,455 32,455 Assets Transferred (Note 2) (116,300) (64,200) 176,000 4,500 Administrative Expenses (3,119) (5,291) (47,200) (12,902) (68,512) -------- ---------- ----------- ---------- ----------- Net Increase 63,570 287,569 5,176,520 1,401,918 6,929,577 Net Assets Available for Benefits, Beginning of Year 920,032 1,587,397 12,329,005 3,073,479 17,909,913 -------- ---------- ----------- ---------- ----------- Net Assets Available for Benefits, End of Year $983,602 $1,874,966 $17,505,525 $4,475,397 $24,839,490 ======== ========== =========== ========== ===========
See Notes to Financial Statements 5 9 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS with FUND INFORMATION For The Year Ended December 31, 1997
PARTICIPANT DIRECTED --------------------------------------------------------------------------- Fixed J&J Diversified Total USGS Fund Interest Fund Stock Fund Equity Fund Savings Plan --------- ------------- ---------- ----------- ------------ Employee Contributions (Note 3) $244,456 $443,802 $1,198,488 $697,584 $2,584,330 Employer Contributions (Note 3) 562,673 562,673 Interest 48,796 101,901 3,097 153,794 Dividends 146,281 37,409 183,690 -------- ---------- ----------- ---------- ----------- 293,252 545,703 1,910,539 734,993 3,484,487 Additions to (Deductions From) Net Assets: Payments to Participants (Note 4) (54,700) (113,808) (576,818) (103,459) (848,785) Change in Unrealized Net Appreciation of Investments 2,371,878 251,300 2,623,178 Realized Net Gain on Sale of Investments 194,679 386,920 581,599 Realized Net Gain on Stock Distributed 58,160 58,160 Assets Transferred (Note 2) (106,500) (159,100) 386,400 (120,800) -------- ---------- ----------- ---------- ----------- Net Increase 132,052 272,795 4,344,838 1,148,954 5,898,639 Net Assets Available for Benefits, Beginning of Year 787,980 1,314,602 7,984,167 1,924,525 12,011,274 -------- ---------- ----------- ---------- ----------- Net Assets Available for Benefits, End of Year $920,032 $1,587,397 $12,329,005 $3,073,479 $17,909,913 ======== ========== =========== ========== ===========
See Notes to Financial Statements 6 10 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES NOTES TO FINANCIAL STATEMENTS 1. Organization: The Johnson & Johnson Savings Plan for Union Represented Employees (the "Plan" - a defined contribution plan) was established on January 1, 1993 by Johnson & Johnson (the "Company"). The Plan was designed to enhance the existing retirement program of eligible employees covered under collective bargaining agreements with the Company. The funding of the Plan is made through employee and Company contributions. The assets of the Plan are maintained in a Master Trust account ("Johnson & Johnson Savings Plan Trust") and transactions therein are executed by the trustee, Bankers Trust Company. The Johnson & Johnson Savings Plan Trust is allocated based upon the total of each individual participant's share of the Johnson & Johnson Savings Plan Trust. 2. Summary of Significant Accounting Policies: Valuation of Investments: Equity investments in the Johnson & Johnson Stock Fund, administered by the Bankers Trust Company, are valued at the average of the high and low market price on the last business day of the year. The cost of equity investments in the Johnson & Johnson Stock Fund are recorded at the average market price of the stock transactions for the month during which the contribution is made. The investments in the U.S. Government Securities ("USGS"), Fixed Interest and Diversified Equity funds represent the Plan's share of assets in the Johnson & Johnson Savings Plan Trust. The USGS Fund consists of Short-term obligations that are issued or guaranteed by the U.S. Government. Investments are valued at cost which approximates market. Deposits in group annuity contracts in the Fixed Interest Fund are recorded at their contract value, which approximates fair value because these investments have fully benefit-responsive features. Contract value represents contributions and reinvested income, less any withdrawals plus accrued interest. Participants may direct the withdrawal or transfer of all or a portion of their investment at contract value. However, withdrawals influenced by employer initiated events, such as in connection with the sale of a business, may result in a distribution at other than contract value. There are no reserves against contract values for credit risk of contract issuers or otherwise. The average yield and crediting interest rate of the Fixed Interest Fund was 6.62 percent for 1998 and 7.33 percent for 1997. The crediting interest rate for the investment contracts is either agreed-to in advance with the issuer or varies based on an agreed-to formula, but cannot be less than zero. Certain reclassifications have been made to the 1997 Plan financial statements to conform to the 1998 presentation. 7 11 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES NOTES TO FINANCIAL STATEMENTS, Continued 2. Summary of Significant Accounting Policies, (Continued): Equity investments and corporate obligations in the Diversified Equity Fund, managed by the Capital Guardian Trust Company and J.P. Morgan Investment Management, Inc., are traded on a national securities exchange and are valued at the last reported market sales price on the last business day of the year. Investments in the Diversified Equity Fund are purchased periodically by Capital Guardian Trust Company and J.P. Morgan Investment Management, Inc. based on the prevailing market values of the underlying investments. Temporary cash investments are stated at redemption value which approximates fair value. Transfers: Transfers among funds, which are made at the participant's election, have been presented as assets transferred. Use of Estimates: The preparation of the Plan's financial statements in conformity with generally accepted accounting principles requires the plan administrator to make estimates and assumptions that affect the reported amounts of net assets available for benefits at the date of the financial statements and the changes in net assets available for benefits during the reporting period and, when applicable, disclosure of contingent assets and liabilities at the date of the financial statements. Actual results could differ from those estimates. Risks and Uncertainties: The Plan provides for various participant investment options in funds which can invest in any combination of stocks, bonds, fixed income securities, mutual funds, and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants' account balances and the amounts reported in the statements of net assets available for benefits and the statements of changes in net assets available for benefits. Other: Interest and dividend income is recorded as earned on the accrual basis. Purchases and sales of investment securities are reflected on a trade-date basis. Gains and losses on sales of investment securities are determined on the average cost method. Effective January 1, 1998, third party administrative expenses are paid by the Plan, except costs of entering new investment vehicles which will be paid primarily by Johnson & Johnson. Prior to January 1, 1998, third party administrative expenses were paid by the Company. 8 12 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES NOTES TO FINANCIAL STATEMENTS, Continued 3. Contributions: Participating employees may contribute a minimum of $0.16 per hour up to a maximum of $1.60 per hour up, depending on the negotiated contract rate, of the first forty hours worked in each payroll week. All contributions are on a pre-tax basis. Pre-tax contributions may not exceed $10,000 in 1998 and $9,500 in 1997. The Company contributes to the Plan, out of current or accumulated profits, an amount equal to 25% or 40% (depending on the negotiated collective bargaining agreement) of the employee directed contributions on the first $0.40 to $0.80 per hour directly into J&J Stock. Contributions are made to the Plan by participants through payroll deductions and by the Company on behalf of participants. Employee contributions are to be invested in any of the four investment funds at the direction of the participating employees. All Company contributions are made to the J&J Stock Fund. The number of participants invested in each fund at December 31, 1998 and 1997 was:
1998 1997 ---- ---- U.S. Government Securities Fund 542 588 Fixed Interest Fund 767 812 Johnson & Johnson Stock Fund 2,166 1,693 Diversified Equity Fund 1,171 1,059
Participants may elect to invest in more than one fund and can change their investment direction twice a year. A total of 2,167 and 2,113 active and former employees had investments in the Plan for 1998 and 1997, respectively. 4. Participant Accounts and Benefits: All participants are fully vested in their contributions and the Company match. The benefit to which a Plan participant is entitled is the amount provided by contributions (Company and participant) and investment earnings thereon (including net realized and unrealized investment gains and losses) which have been allocated to such participant's account balance. Allocations are based on participant's earnings or account balances, as defined. Participants may withdraw before-tax contributions only upon meeting certain hardship conditions. 9 13 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES NOTES TO FINANCIAL STATEMENTS, Continued 5. Investments: Investments held by the Plan as of December 31, 1998 are summarized as follows:
Johnson & Johnson Stock Fund ---------------------------- Fair Value Cost ---------- ---- Common Stocks: Johnson & Johnson $17,427,035 $8,947,697 Temporary Cash Investments 9,876 9,876 ----------- ---------- $17,436,911 $8,957,573 =========== ==========
The investments in the USGS, Fixed Interest, and the Diversified Equity Funds reflected in the accompanying Statement of Net Assets Available for Benefits represent the Plan's share of investments (approximately 0.5% of fair value) held by the Johnson & Johnson Savings Plan Trust. Total investments held by the Savings Plan Trust on behalf of the Plan and the Johnson & Johnson Savings Plan are summarized as follows:
Description Fair Value Cost ----------- ---------- ---- USGS Fund: U.S. Government Securities - Short Term $30,466,695 $30,466,695 Other* 138,992 138,992 Fixed Interest Fund: Deposits in Group Annuity Contracts 634,215,282 634,215,282 Other* 3,286,951 3,286,951 Diversified Equity Fund: Common Stocks 764,674,566 548,124,829 Other* 4,178,130 4,178,130 -------------- ------------- $1,436,960,616 $1,220,410,879 ============== ==============
* Other consists of interest and/or dividends receivable. 10 14 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES NOTES TO FINANCIAL STATEMENTS, Continued 5. Investments, (continued): Investments held by the plan as of December 31, 1997 are summarized as follows:
Johnson & Johnson Stock Fund ----------------------------- Fair Value Cost ---------- ---- Common Stocks: Johnson & Johnson $12,291,539 $7,074,363 Temporary Cash Investments 28 28 ----------- ---------- $12,291,567 $7,074,391 =========== ==========
The investments in the U.S.G.S., Fixed Interest, and the Diversified Equity Funds reflected in the accompanying Statement of Net Assets Available for Benefits represent the Plan's share of investments (approximately 0.5% of fair value) held by the Johnson & Johnson Savings Plan Trust. Total investments held by the Trust on behalf of the Plan and the Johnson & Johnson Savings Plan are summarized as follows:
Description Fair Value Cost ----------- ---------- ---- USGS Fund: U.S. Government Securities - Short Term $23,731,721 $23,731,721 Other* 114,306 114,306 Fixed Interest Fund: Deposits in Group Annuity Contracts 620,414,165 620,414,165 Other* 2,943,913 2,943,913 Diversified Equity Fund: Common Stocks 554,290,739 406,787,164 Other* 1,156,321 1,154,321 -------------- -------------- $1,202,651,165 $1,055,147,590 ============== ==============
* Other consists of interest and/or dividends receivable. Realized gains on investments sold and distributed during the years ended December 31, 1998 and 1997 are summarized as follows:
J&J Stock Fund Diversified Equity Fund ----------------------------------------- ---------------------------------------- Book Value Proceeds Gain Book Value Proceeds Gain ---------- -------- ---- ---------- -------- ---- 1998 $321,078 $534,003 $212,925 $3,072,462 $3,437,585 $365,123 1997 $293,544 $546,383 $252,839 $2,374,058 $2,760,978 $386,920
11 15 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES NOTES TO FINANCIAL STATEMENTS, Continued 6. Tax Status: The Internal Revenue Service has determined and informed the Company by a letter dated April 26, 1996, that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (IRC). The Plan has been amended since receiving the determination letter. However, the Plan administrator believes that the Plan is designed and is currently being operated in compliance with applicable requirements of the IRC. 7. Termination Priorities: The Company has the right to terminate the Plan at any time and in the event the Plan is terminated, subject to conditions set forth in ERISA, the amount of each participant's account balance in the Plan is fully vested. 8. Concentrations of Credit Risk Financial instruments which potentially subject the Plan to concentrations of credit risk consist principally of the Fixed Interest Fund holdings in fully benefit-responsive group annuity contracts with insurance and other financial institutions. The Fund places its fully benefit-responsive group annuity contracts with high-credit quality institutions and, by policy, limits the amount of credit exposure to any one financial institution. If any of the insurance companies that the group annuity contracts are invested with fail to perform according to the contract, the asset value of the Plan could be impaired. 9. Reconciliation of Financial Statements to Form 5500: The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500:
December 31, December 31, 1998 1997 ---- ---- Net Assets Available for Benefits $24,839,490 $17,909,913 Per the Financial Statements Amounts Allocated to Withdrawing Participants (52,942) (51,617) ----------- ----------- Net Assets Available for Benefits Per the Form 5500 $24,786,548 $17,858,296 =========== ===========
12 16 JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES NOTES TO FINANCIAL STATEMENTS, Continued 9. Reconciliation of Financial Statements to Form 5500 (continued):
Year Ended Year Ended December 31, December 31, 1998 1997 ---- ---- Benefits Paid to Participants Per the Financial Statements $1,074,221 $848,785 Add: Amounts Allocated to Withdrawing Participants at December 31, 1998 and 1997 52,942 51,617 Less: Amounts Allocated to Withdrawing Participants at December 31, 1997 and 1996 (51,617) (39,613) ----------- ----------- Benefits Paid to Participants Per the Form 5500 $1,075,546 $860,789 =========== ========
Amounts allocated to the withdrawing participants are recorded on the Form 5500 for benefit claims that have been processed and approved for payment prior to December 31, 1998 and 1997 but not yet paid as of that date. 13 17 Supplemental Schedule JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1998
FACE AMOUNT OR SHARES ISSUES COST FAIR VALUE --------- ------ ---- ---------- J&J STOCK FUND Common Stock 208,084 shs. Johnson & Johnson $8,947,697 $17,427,035 Temporary Investments BT Pyramid Directed $ 9,876 Account Cash Fund 9,876 9,876 ---------- ----------- Total J&J Stock Fund $8,957,573 $17,436,911 ========== ===========
14 18 Supplemental Schedule JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1998
DISPOSED ACQUIRED ---------------------------------------------------- --------------------------- SECURITY/PARTY GAIN/ DESCRIPTION SALES COSTS PROCEEDS (LOSS) PURCHASES COSTS - ----------- ----- ----- -------- ------ --------- ----- # of Transactions # of Transactions SERIES OF TRANSACTIONS: BT Pyramid Directed Account-Cash Fund (a) $1,764,740 $1,764,740 0 (a) $1,800,448 Johnson & Johnson Common Stock 120 $1,719,849
(a) Trustee is unable to provide detailed information on the number of transactions. 15 19 Supplemental Schedule JOHNSON & JOHNSON SAVINGS PLAN FOR UNION REPRESENTED EMPLOYEES ITEM 27e - SCHEDULE OF NON-EXEMPT TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1998
PURCHASES SALES ------------------------------------------ ---------------------------- NAME AFFILIATION COST SALES PRICE GAIN - ---- ----------- ---- ----------- ---- Johnson & Johnson Common Stock Plan Administrator $1,719,849 $ - $ -
16 20 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (File No. 33-52252) of Johnson & Johnson of our report dated June 11, 1999 relating to the financial statements and financial statement schedules of the Johnson & Johnson Savings Plan for Union Represented Employees, which appears in this Form 11-K. Florham Park, New Jersey PricewaterhouseCoopers LLP June 24, 1999 -----END PRIVACY-ENHANCED MESSAGE-----