UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(AMENDMENT NO. 1)
[x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001,
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _____
TO _____.
Commission file number: 001-12933
AUTOLIV, INC.
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(Exact name of registrant as specified in its charter)
Delaware 51-0378542
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
World Trade Center,
Klarabergsviadukten 70, SE-107 24
Stockholm, Sweden N/A
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(Address of principal executive offices) (Zip Code)
+46 8 587 20 600
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(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class: Name of each exchange on
Common Stock, par value $1.00 per share which registered:
Swedish Depositary Receipts New York Stock Exchange
Stockholm Stock Exchange
Securities registered pursuant to Section 12 (g) of the Act: None
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. [X]
The aggregate market value of the Common Stock held by
non-affiliates, based upon the closing price on the New York Stock
Exchange-Composite Transaction Listing on March 18, 2002: $ 2,461 million.
Number of shares of Common Stock outstanding as of March 18 2002: 97,851,610
EXPLANATORY NOTE
Autoliv, Inc. ("Autoliv") hereby amends and restates in its
entirety "Item 14. Exhibits, Financial Statement Schedules and Reports on
Form 8-K" of its Annual Report on Form 10-K for the fiscal year ended
December 31, 2001, filed with the Securities and Exchange Commission (the
"Commission") on March 20, 2002. The sole purpose of this amendment is to
remove Exhibits 2.1(a), 2.1(b), 2.2, 2.3, 2.4 and 99.2, to renumber Exhibit
99.1 as Exhibit 10.2 and to add Exhibits 10.1, 10.3, 10.4, 10.5, 10.6, 10.7
and 10.8, which exhibits are filed herewith.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
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(a) Documents Filed as Part of this Report
(1) Financial Statements
The following consolidated financial statements are included
on pages 26 through 38 and Selected Financial Data on page
39 of the Annual Report to Shareholders for the fiscal year
ended December 31, 2001 (the "Annual Report"), and are
incorporated herein by reference:
(i) Consolidated Statement of Income -- Years ended December
31, 2001, 2000 and 1999 (page 26); (ii) Consolidated Balance
Sheet -- as of December 31, 2001 and 2000 (page 27); (iii)
Consolidated Statement of Cash Flows -- Years ended December
31, 2001, 2000 and 1999 (page 28); (iv) Notes to
Consolidated Financial Statements (pages 29-37) (v) Report
of Independent Auditors (page 38)
(2) Financial Statement Schedules
All of the schedules specified under Regulation S-X to be
provided by Autoliv have been omitted either because they
are not applicable, they are not required, or the
information required is included in the financial statements
or notes thereto.
(3) Index to Exhibits
Exhibit No. Description
3.1 Autoliv's Restated Certificate of
Incorporation, incorporated herein by
reference to Exhibit 3.1 to the
Registration Statement on Form S-4 (File No.
333-23813 (the "Registration Statement").
3.2 Autoliv's Restated By-Laws, incorporated
herein by reference to Exhibit 3.2 to the
Registration Statement.
4.1 Rights Agreement, dated as of December 4,
1997, between Autoliv and First Chicago
Trust Company of New York (the "Rights
Agreement") incorporated herein by
reference to Exhibit 3 to Autoliv's
Registration Statement on Form 8-A (File
No. 1-12933).
10.1* Facilities Agreement, dated November 13,
2000, among Autoliv, Inc. and the lenders
named therein, as amended by amendment
dated November 5, 2001, as further amended
by amendment dated December 12, 2001, and
as further amended by amendment dated June
6, 2002.
10.2 Autoliv, Inc. 1997 Stock Incentive Plan,
incorporated herein by reference to
Autoliv's Registration Statement on Form
S-8 (File No. 333-26299).
10.3* Amendment No. 1 to Autoliv, Inc. 1997
Stock Incentive Plan.
10.4* Form of Employment Agreement between
Autoliv, Inc. and its executive officers.
10.5* Form of Supplementary Agreement to the
Employment Agreement between Autoliv and
certain of its executive officers.
10.6* Employment Agreement, dated November 11,
1998, between Autoliv, Inc. and Lars
Westerberg.
10.7* Form of Severance Agreement between
Autoliv and its executive officers.
10.8* Pension Agreement, dated November 26,
1999, between Autoliv AB and Lars
Westerberg.
11 Information concerning the calculation of
Autoliv 's earnings per share is included
in Note 1 of the Consolidated Notes to
Financial Statements contained in the
Annual Report and is incorporated herein
by reference.
13 Autoliv's Annual Report.
21 Autoliv's List of Subsidiaries.
22 No matters were submitted to Autoliv's
stockholders during the fourth quarter of
2001.
23 Consent of Ernst & Young AB.
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* Filed herewith.
(b) Reports on Form 8-K
The Company did not file any reports on Form 8-K for the
three months ended December 31, 2001.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.
AUTOLIV, INC.
Date: July 2, 2002 By: /s/ Magnus Lindquist
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Name: Magnus Lindquist
Title: Vice President and Chief
Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
Name Title Date
/s/ S. Jay Stewart Chairman of the Board of Directors July 2, 2002
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S. Jay Stewart
Chief Executive Officer and Director July 2, 2002
/s/ Lars Westerberg (Principal Executive Officer)
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Lars Westerberg
Vice President and Chief Financial
/s/ Magnus Lindquist Officer (Principal Financial
------------------------------------ Officer and Principal Accounting Officer) July 2, 2002
Magnus Lindquist
/s/ Per-Olof Aronson
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Per-Olof Aronson Director July 2, 2002
/s/ Wilhelm Kull
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Wilhelm Kull Director July 2, 2002
/s/ Walter Kunerth
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Walter Kunerth Director July 2, 2002
/s/ James M. Ringler
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James M. Ringler Director July 2, 2002
/s/ Tetsuo Sekiya
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Tetsuo Sekiya Director July 2, 2002
/s/ Roger W. Stone
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Roger W. Stone Director July 2, 2002
/s/ Per Welin
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Per Welin Director July 2, 2002
/s/ Dionisio Garza Medina
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Dionisio Garza Medina Director July 2, 2002
Exhibit Index
Exhibit No. Description
3.1 Autoliv's Restated Certificate of Incorporation,
incorporated herein by reference to Exhibit 3.1 to the
Registration Statement on Form S-4 (File No. 333-23813 (the
"Registration Statement").
3.2 Autoliv's Restated By-Laws, incorporated herein by reference
to Exhibit 3.2 to the Registration Statement.
4.1 Rights Agreement, dated as of December 4, 1997, between
Autoliv and First Chicago Trust Company of New York (the
"Rights Agreement") incorporated herein by reference to
Exhibit 3 to Autoliv's Registration Statement on Form 8-A
(File No. 1-12933).
10.1* Facilities Agreement, dated November 13, 2000, among
Autoliv, Inc. and the lenders named therein, as amended by
amendment dated November 5, 2001, as further amended by
amendment dated December 12, 2001, and as further amended by
amendment dated June 6, 2002.
10.2 Autoliv, Inc. 1997 Stock Incentive Plan, incorporated herein
by reference to Autoliv's Registration Statement on Form S-8
(File No. 333-26299).
10.3* Amendment No. 1 to Autoliv, Inc. 1997 Stock Incentive Plan.
10.4* Form of Employment Agreement between Autoliv, Inc. and its
executive officers.
10.5* Form of Supplementary Agreement to the Employment Agreement
between Autoliv and certain of its executive officers.
10.6* Employment Agreement, dated November 11, 1998, between
Autoliv, Inc. and Lars Westerberg.
10.7* Form of Severance Agreement between Autoliv and its
executive officers.
10.8* Pension Agreement, dated November 26, 1999, between Autoliv
AB and Lars Westerberg.
11 Information concerning the calculation of Autoliv 's
earnings per share is included in Note 1 of the Consolidated
Notes to Financial Statements contained in the Annual Report
and is incorporated herein by reference.
13 Autoliv's Annual Report.
21 Autoliv's List of Subsidiaries.
22 No matters were submitted to Autoliv's stockholders during
the fourth quarter of 2001.
23 Consent of Ernst & Young AB.
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* Filed herewith.