1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ----------------------- FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 (MARK ONE): |X| ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] FOR THE FISCAL YEAR ENDED DECEMBER 31, 1995 -------------------------- OR |_| TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] FOR THE TRANSITION PERIOD FROM TO --------------- ---------------- COMMISSION FILE NUMBERS 33-29528 AND 33-44770 ALLERGAN, INC. SAVINGS AND INVESTMENT PLAN (Full title of the plan) ALLERGAN, INC. PUERTO RICO SAVINGS AND INVESTMENT PLAN (Full title of the plan) ALLERGAN, INC. 2525 DUPONT DRIVE IRVINE, CALIFORNIA 92715 (Name of issuer of the securities held pursuant to the plan and the address of its principal executive office.) 2 4. ERISA Financial Statements and Schedules and Exhibits: (a) Financial Statements and Schedules: Independent Auditors' Report of KPMG Peat Marwick LLP on the Statements of Net Assets Available for Plan Benefits, with Fund Information as of December 31, 1995 and 1994 and the related Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information for the Year Ended December 31, 1995 - Allergan, Inc. Savings and Investment Plan. Statements of Net Assets Available for Plan Benefits, with Fund Information as of December 31, 1995 and 1994 - Allergan, Inc. Savings and Investment Plan. Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information for the Year Ended December 31, 1995 - Allergan, Inc. Savings and Investment Plan. Notes to Financial Statements - Allergan, Inc. Savings and Investment Plan. Item 27a - Schedule of Assets Held for Investment Purposes as of December 31, 1995 - Allergan, Inc. Savings and Investment Plan. Item 27d - Schedule of Reportable Transactions for the Year Ended December 31, 1995 - Allergan, Inc. Savings and Investment Plan. Independent Auditors' Report of KPMG Peat Marwick LLP on the Statements of Net Assets Available for Plan Benefits, with Fund Information as of December 31, 1995 and 1994 and the related Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information for the Year Ended December 31, 1995 - Allergan, Inc. Puerto Rico Savings and Investment Plan. Statements of Net Assets Available for Plan Benefits, with Fund Information as of December 31, 1995 and 1994 - Allergan, Inc. Puerto Rico Savings and Investment Plan. Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information for the Year Ended December 31, 1995 - Allergan, Inc. Puerto Rico Savings and Investment Plan. 2 3 Notes to Financial Statements - Allergan, Inc. Puerto Rico Savings and Investment Plan. Item 27a - Schedule of Assets Held for Investment Purposes as of December 31, 1995 - Allergan, Inc. Puerto Rico Savings and Investment Plan. Item 27d - Schedule of Reportable Transactions for the Year Ended December 31, 1995 - Allergan, Inc. Puerto Rico Savings and Investment Plan. (b) Exhibits Exhibit 23 - Consent of KPMG Peat Marwick LLP SIGNATURES THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the Plan) have duly caused this annual report to be signed by the undersigned thereunto duly authorized. ALLERGAN, INC. SAVINGS AND INVESTMENT PLAN ALLERGAN, INC. PUERTO RICO SAVINGS AND INVESTMENT PLAN Date: June 27, 1996 BY: FRANCIS R. TUNNEY, JR. ------------------------------------- ------------------------- Francis R. Tunney, Jr. Allergan, Inc. Management Plan Committee 3 4 ALLERGAN, INC. SAVINGS AND INVESTMENT PLAN FINANCIAL STATEMENTS DECEMBER 31, 1995 AND 1994 5 ALLERGAN, INC. SAVINGS AND INVESTMENT PLAN Index to Financial Statements and Supplementary Schedules Financial Statements Page - -------------------- ---- Independent Auditors' Report ............................................ 1 Statement of Net Assets Available for Plan Benefits, with Fund Information -- December 31, 1995............................. 2 Statement of Net Assets Available for Plan Benefits, with Fund Information -- December 31, 1994.............................. 4 Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information -- Year ended December 31, 1995....................................................... 5 Notes to Financial Statements............................................ 7 Supplementary Schedules Schedule - ----------------------- -------- Item 27a - Schedule of Assets Held for Investment Purposes -- December 31, 1995....................................................... 1 Item 27d - Schedule of Reportable Transactions -- Year ended December 31, 1995............................................ 2 Other schedules are omitted because they are not required or are not applicable based on disclosure requirements of the Employee Retirement Income Security Act of 1974 and regulations issued by the Department of Labor. 6 INDEPENDENT AUDITORS' REPORT The Management Plan Committee Allergan, Inc.: We have audited the financial statements of the Allergan, Inc. Savings and Investment Plan (the "Plan") as of December 31, 1995 and 1994, and for the year ended December 31, 1995, as listed in the accompanying index. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 1995 and 1994, and the changes in net assets available for plan benefits for the year ended December 31, 1995 in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of the Allergan, Inc. Savings and Investment Plan as listed in the accompanying index 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 statement of net assets available for plan benefits and the statement of changes in net assets available for plan benefits is presented for purposes of additional analysis rather than to present the net assets available for plan benefits and changes in net assets available for plan benefits of each fund. 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. KPMG PEAT MARWICK LLP Orange County, California June 18, 1996 1 7 ALLERGAN, INC. Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Distribution December 31, 1995 Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Stock Fund Fund Fund Fund Fund Fund ---------- ---- ---- ---- ---- ---- Investments, at fair value: Common stock of Allergan, Inc., cost $15,423,150 $25,615,185 -- -- -- -- -- American Balanced Fund, cost $20,349,044 -- 23,057,732 -- -- -- -- Common/collective trusts, cost approximates market -- -- 21,843,305 -- -- -- Investment Company of America Fund, cost $18,400,798 -- -- -- 21,444,247 -- -- New Perspective Fund, cost $2,080,885 -- -- -- -- 2,074,740 -- Ultra Investors Fund, cost $3,175,654 -- -- -- -- -- 3,201,513 Participant loans -- -- -- -- -- -- ------------ ---------- ---------- ---------- --------- ---------- Total Investments 25,615,185 23,057,732 21,843,305 21,444,247 2,074,740 3,201,513 Interest bearing cash and cash equivalents 242,304 -- 80,228 124 -- -- Receivables: Due to Plan -- -- -- -- -- -- Accrued interest and dividends 1,086 -- 83 27 -- -- Sales pending settlement -- -- 13,349 -- -- -- ------------ ---------- ---------- ---------- --------- ---------- Total Receivables 1,086 -- 13,432 27 -- -- ------------ ---------- ---------- ---------- --------- ---------- Total Assets 25,858,575 23,057,732 21,936,965 21,444,398 2,074,740 3,201,513 Participant Loans Other Total ----- ----- ----- Investments, at fair value: Common stock of Allergan, Inc., cost $15,423,150 -- -- 25,615,185 American Balanced Fund, cost $20,349,044 -- -- 23,057,732 Common/Collective Trusts, cost approximates market -- -- 21,843,305 Investment Company of America Fund, cost $18,400,798 -- -- 21,444,247 New Perspective Fund, cost $2,080,885 -- -- 2,074,740 Ultra Investors Fund, cost $3,175,654 -- -- 3,201,513 Participant Loans 1,902,928 -- 1,902,928 ---------- --------- ---------- Total Investments 1,902,928 -- 99,139,650 Interest bearing cash and cash equivalents 36 55,730 378,422 Receivables: Due to Plan -- 110,037 110,037 Accrued interest and dividends -- 31 1,227 Sales pending settlement -- -- 13,349 ---------- --------- ---------- Total Receivables -- 110,068 124,613 ---------- --------- ---------- Total Assets 1,902,964 165,798 99,642,685 See accompanying notes to financial statements. 2 8 ALLERGAN, INC. Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Distribution December 31, 1995 (continued) Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Stock Fund Fund Fund Fund Fund Fund ---------- ---- ---- ---- ---- ---- Payables: Due from Plan (37,452) (12,389) (43,016) (17,180) -- -- Contribution refunds (23,644) (17,490) (29,082) (21,685) (987) (1,094) Purchases pending settlement -- (4,028) -- (138,658) (1,239) (1,354) Short-term fund investment fees (23) -- (2) (1) -- -- ----------- ---------- ---------- ---------- --------- ---------- Total Payables (61,119) (33,907) (72,100) (177,524) (2,226) (2,448) ----------- ---------- ---------- ---------- --------- --------- Net assets available for Plan benefits $25,797,456 23,023,825 21,864,865 21,266,874 2,072,514 3,199,065 =========== ========== ========== ========== ========= ========= Participant Loans Other Total ----- ----- ----- Payables: Due from Plan -- -- (110,037) Contribution refunds -- -- (93,982) Purchases pending settlement -- -- (145,279) Short-term fund investment fees -- -- (26) ----------- ------- ---------- Total Payables -- -- (349,324) ----------- ------- ---------- Net assets available for Plan benefits 1,902,964 165,798 99,293,361 =========== ======= ========== See accompanying notes to financial statements. 3 9 ALLERGAN, INC. Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Information December 31, 1994 Allergan, Inc. Interest Common Balanced Income Equity Stock Fund Fund Fund Fund Total ---------- ---------- ------------ -------- --------- ASSETS ------ Investments, at fair value: Common stock of Allergan, Inc., cost $14,182,912 $ 21,883,863 -- -- -- 21,883,863 Wellington Fund, cost $18,056,974 -- 18,600,891 -- -- 18,600,891 Group contracts with insurance companies, cost approximates market -- -- 21,798,091 -- 21,798,091 Windsor Fund, cost $17,162,309 -- -- -- 16,361,761 16,361,761 ------------ ---------- ---------- ---------- ---------- Total investments 21,883,863 18,600,891 21,798,091 16,361,761 78,644,606 Interest bearing cash and cash equivalents 558,076 107,253 30 222,512 887,871 Receivables: Employer contributions 318,775 126 (2,494) 654 317,061 Employee contributions 125,792 114,756 143,939 229,221 613,708 Accrued interest and dividends 612 107 6 209 934 Payables: Contribution refunds (22,111) (32,148) (44,159) (52,280) (150,698) Purchases pending settlement -- (107,229) -- (222,463) (329,692) Short-term fund investment fees (13) (2) -- (4) (19) ------------ ---------- ---------- ---------- ---------- Subsequent event (note 4) Net assets available for Plan benefits (note 5) $ 22,864,994 18,683,754 21,895,413 16,539,610 79,983,771 ============ ========== ========== ========== ========== See accompanying notes to financial statements. 4 10 ALLERGAN, INC. Savings and Investment Plan Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information For the Year Ended December 31, 1995 Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Participant Stock Fund Fund Fund Fund Fund Fund Loans Other Total ---------- ---- ---- ---- ------- --------- ------- ----- ----- Additions to Plan assets attributed to: Net appreciation in fair value of investments $3,253,242 3,976,439 1,405,564 4,453,756 66,719 180,147 -- -- 13,335,867 Interest 15,616 99 1,446 351 -- -- 103,354 12,441 133,307 Dividends 372,510 857,925 -- 467,039 29,890 -- -- 19 1,727,383 ---------- --------- --------- --------- -------- ------- ------- ------ ---------- Total investment income 3,641,368 4,834,463 1,407,010 4,921,146 96,609 180,147 103,354 12,460 15,196,557 Contributions: Employer - Company match 2,532,588 3,164 21,411 9,142 610 3,573 -- -- 2,570,488 Employees: Before tax 920,165 1,387,972 1,667,204 2,491,150 251,618 295,000 -- -- 7,013,109 After tax 475,016 482,359 718,015 773,509 156,635 213,849 -- -- 2,819,383 ---------- --------- --------- --------- ------- ------- ------- ------ ---------- Total contributions 3,927,769 1,873,495 2,406,630 3,273,801 408,863 512,422 -- -- 12,402,980 --------- --------- --------- --------- ------- ------- ------- ------ ---------- Total additions 7,569,137 6,707,958 3,813,640 8,194,947 505,472 692,569 103,354 12,460 27,599,537 --------- --------- --------- --------- ------- ------- ------- ------ ---------- See accompanying notes to financial statements. 5 11 ALLERGAN, INC. Savings and Investment Plan Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information For the Year Ended December 31, 1995 (continued) Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Participant Stock Fund Fund Fund Fund Fund Fund Loans ---------- ---- ---- ---- ---- ---- ----- Deductions from Plan assets attributed to: Withdrawals and distributions (2,211,702)(1,998,550) (2,020,088) (2,015,581) (6,147) (11,931) -- Administrative expenses (314) (89) (26,098) (150) (10) (15) (1) ----------- ---------- ---------- ---------- --------- ------- --------- Total deductions (2,212,016)(1,998,639) (2,046,186) (2,015,731) (6,157) (11,946) (1) ----------- ---------- ---------- ---------- --------- ------- --------- Increase in net assets available for Plan benefits 5,357,121 4,709,319 1,767,454 6,179,216 499,315 680,623 103,353 Net assets available for Plan benefits, beginning of year 22,864,994 18,683,754 21,895,413 16,539,610 -- -- -- Net interfund transfers (2,424,659) (369,248) (1,798,002) (1,451,952) 1,573,199 2,518,442 1,799,611 ----------- ---------- ---------- ---------- --------- --------- --------- Net assets available for Plan benefits, end of year $25,797,456 23,023,825 21,864,865 21,266,874 2,072,514 3,199,065 1,902,964 =========== ========== ========== ========== ========= ========= ========= Other Total ----- ----- Deductions from Plan assets attributed to: Withdrawals and distributions -- (8,263,999) Administrative expenses 729 (25,948) ------- ---------- Total deductions 729 (8,289,947) ------- ---------- Increase in net assets available for Plan benefits 13,189 19,309,590 Net assets available for Plan benefits, beginning of year -- 79,983,771 Net interfund transfers 152,609 -- ------- ---------- Net assets available for Plan benefits, end of year 165,798 99,293,361 ======= ========== See accompanying notes to financial statements. 6 12 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 (1) Description of the Plan The following description of the Allergan, Inc. Savings and Investment Plan ("the Plan") provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. General The Plan was created on July 27, 1989 in connection with the spin-off of Allergan, Inc. from SmithKline Beckman Corporation. Upon spin-off, the Allergan employee balances included within the SmithKline Beckman Savings and Investment Plan (the "SmithKline Savings Plan") were transferred to the Plan in accordance with the Plan agreement. The Plan is a defined contribution plan sponsored by Allergan, Inc. (the "Company"). Under terms of the Plan, eligible employees may voluntarily elect to contribute: (1) "After-tax" dollars up to 15% of their defined compensation under provision 401(a) of the Internal Revenue Code or, (2) "Before-tax" dollars up to the lesser of 10% of their defined compensation or $9,240 for the years ended December 31, 1995 and 1994 under provision 401(k) of the Internal Revenue Code or, (3) Any combination of the above two elections; however, the total contribution cannot exceed the lesser of 15% of their defined compensation or $30,000. The Plan is subject to the applicable provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Contributions Effective March 1, 1995, the Company contributes an amount equal to 75% of each employee's contribution on the first 2% of defined compensation, 50% of each employee's contribution on the next 1% of defined compensation and 25% of each employee's contribution on the next 2% of defined compensation. Prior to March 1, 1995, the Company contributed an amount equal to 50% of each employee's contribution not exceeding 5% of defined compensation. Certain limitations imposed by the Internal Revenue Code may have the effect of reducing the level of contributions initially selected by participants who come within the classification of "highly compensated employees" as defined in the Code. Participant contributions are invested in the Allergan, Inc. Common Stock Fund, the Balanced Fund, the Interest Income Fund, the Growth and Income Fund, the Global Equity Fund or the Aggressive Growth Fund, or any combination of the six funds at the employee's discretion. Company contributions consist of common stock of Allergan, Inc. which are invested in the Allergan, Inc. Common Stock Fund except, after participants reach age 55, they may elect to have Company contributions both past and current, invested in any of the funds. Investment Options Participants have the right to elect investment options upon enrollment or re-enrollment into the Plan. Additionally, participants may elect to change their investment options and transfer their account balances among the different investment funds. 7 13 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 Income on investment funds is allocated to participants' accounts based on the participants' investment fund balance as a percentage of the total investment fund balance. A description of each investment fund follows: Allergan, Inc. Common Stock Fund - The Allergan, Inc. Common Stock Fund is invested in Allergan, Inc. common stock. Balanced Fund - The Balanced Fund is invested primarily in U.S. stocks, bonds and U.S. government securities. The stock portfolio consists of large, intermediate and small companies. The bond portfolio consists of U.S. Treasury, U.S. Agency and corporate issues. The Fund is managed by the American Funds under the name "American Balanced Fund." Interest Income Fund - The Interest Income Fund is invested in a portfolio of group annuity contracts and short term money market funds issued by major insurance companies and banks. Growth and Income Fund - The Growth and Income Fund is invested in a portfolio of U.S. common stocks to meet the objective of long-term growth of capital and income. The Fund is managed by American Funds under the name "Investment Company of America Fund." Global Equity Fund - The Global Equity Fund is invested in a portfolio of U.S. and foreign company common stocks to meet the objective of long-term growth of capital and income. The Fund is managed by American Funds under the name "New Perspective Fund." Aggressive Growth Fund - The Aggressive Growth Fund is invested primarily in U.S. common stocks of small and intermediate companies. The Fund is managed by Twentieth Century under the name "Ultra Investors Fund." The number of employees participating in these funds at December 31, 1995 and 1994 was as follows: 1995 1994 ---- ---- (Unaudited) (Unaudited) Allergan, Inc. Common Stock Fund 2,496 2,054 Balanced Fund 1,732 1,529 Interest Income Fund 1,580 1,385 Growth and Income Fund 1,809 1,508 Global Equity Fund 609 -- Aggressive Growth Fund 742 -- Participant Accounts Each participant's account is charged for the participant's withdrawals and credited for the participant's contributions, employer contributions and an allocation of fund earnings. The earnings of each of the funds are allocated daily to the individual accounts of participants based on their relative interest in the fair value of the assets held in each fund, except for dividends and unrealized appreciation (depreciation) on the common stock of Allergan, Inc. which is allocated based upon the number of shares held in the individual accounts of participants. 8 14 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 Participant Loans Receivable Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as a transfer to (from) the investment fund from (to) the participant loans fund. Loan terms range from 1-5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in the participant's account and bear interest at prime plus one percent as determined on the date of the loan application. The interest rate is fixed for the term of the loan. Principal and interest is paid through monthly payroll deductions. Vesting and Forfeitures Employee contributions are fully vested at all times. Participants forfeit their share of employer contributions if they withdraw their employee contributions after having completed less than three years of service with the Company. Forfeitures are used by the Company to offset future contribution requirements. Forfeitures available for offset of future contribution requirements totaled $26,597 at December 31, 1995. Withdrawals Participants may withdraw employee "after-tax" contributions during employment. However, except for financial hardship or emergency (as defined in the Plan), even participants who are fully vested are not eligible to withdraw any portion of employer contributions credited to them within the prior two-year period, although such contributions may be withdrawn at a later date. Withdrawals of employee "after-tax" contributions and employer contributions during employment may cause the employee to become ineligible to receive employer contributions for a period of six months following the withdrawal. Prior to age 59 1/2, employee "before-tax" contributions may only be withdrawn in the event of financial hardship and after the withdrawal of the value of employee "after-tax" contributions and employer contributions. Hardship withdrawals cause the employee to become ineligible to contribute to the Plan for a period of twelve months following the withdrawal. Participants become entitled to payment of the total value of their accounts at the time of termination (if fully vested), retirement, disability, or death. After death, payment is in the form of a lump sum; otherwise, under certain circumstances set forth in the Plan, the participant may elect to receive the distribution in a lump sum (in cash or in cash and common stock of Allergan, Inc.) or may elect annuity payments. If an extended payment option is selected and the participant's account value is $3,500 or more, participants may postpone their withdrawal until as late as attaining age 70 1/2. Continuation of the Plan The Company anticipates and believes the Plan will continue without interruption but reserves the right to discontinue the Plan. If the Plan is terminated by the Company, the accounts of all affected participants shall become 100% vested and nonforfeitable without regard to the years of service of such participants. (2) Summary of Significant Accounting Policies Basis of Presentation The accompanying financial statements have been prepared on an accrual basis of accounting. The net assets of the Plan are allocated entirely to individual participant accounts. The preparation of financial statement requires the use of Plan Administrator's estimates. 9 15 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 Investments Investments are stated at fair value. The fair value of Allergan, Inc. common stock is based upon quotations obtained from the New York Stock Exchange. The fair values of the American Balanced Fund, the Investment Company of America Fund, Ultra Investors Fund, Interest Income Fund and the New Perspective Fund are based upon the net asset value reported by the funds. Participant loans are valued at cost which approximates fair value. Investments in group contracts with insurance companies are stated at cost (contract value), which approximates market. Contract value represents contributions, net of distributions made under the Plan, plus interest at the contract rate. Purchases and sales of investments are reflected on the trade-date basis. Dividend income is recorded on the ex-dividend date. The Plan presents in the statement of changes in net assets available for plan benefits the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. Interest Bearing Cash and Cash Equivalents Interest bearing cash and cash equivalents represent amounts invested in Mellon Bank's EB Temporary Investment Fund which consists of highly liquid short-term investments. Administrative Expenses Certain administrative expenses of the Plan are paid by the Company. 10 16 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 (3) Investments The following tables present the fair values of investments. Investments that represent 5 percent or more of the Plan's net assets are separately identified. 1995 No. Shares, Units or Principal Fair Amounts Cost Value ------------ ----------- ----------- Common Stock: Allergan, Inc. 788,160 $15,423,150 $ 25,615,185 ========== =========== ============ Common/Collective Trusts: LaSalle National Trust annual effective returns varying from 6.30% to 6.46% in 1995 13,097,616 13,097,616 13,097,616 J.P. Morgan Contract #428, annual effective returns varying from 5.79%, 6.38% and 6.67% in 1995, latest maturity 12/23/96 5,332,668 5,332,668 5,332,668 J.P. Morgan Maaagic Fund #2045 effective return 6.04% in 1995, maturity 2/15/98 3,413,021 3,413,021 3,413,021 ---------- ------------ ------------ Total Common/Collective Trusts 21,843,305 $21,843,305 $ 21,843,305 ========== =========== ============ Mutual Funds: American Balanced Fund 1,629,522 20,349,044 23,057,732 Investment Company of America Fund 992,330 18,400,798 21,444,247 New Perspective Fund 126,663 2,080,885 2,074,740 Ultra Investors Fund 122,616 3,175,654 3,201,513 ---------- ------------ ------------ Total Mutual Funds 2,871,131 $44,006,381 $ 49,778,232 ========== =========== ============ Participant Loans interest rates varying from 9.75% to 10.0% in 1995, latest maturity 4/11/10 1,902,928 $ 1,902,928 $ 1,902,928 ========== ============ ============ Temporary Investment and Deposits: Mellon Bank EB Temporary Investment Fund, annual effective rate 5.86% 378,422 $ 378,422 $ 378,422 ========== ============= ============ 11 17 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 (3) Investments (continued) 1994 ---- No. Shares, Units or Principal Fair Amounts Cost Value ----------- ---- ----- Common Stock: Allergan, Inc. 774,650 $14,182,912 $ 21,883,863 =========== =========== ============ Group Insurance Contracts: Provident National Assurance Co. Contract #027-04575, annual effective return 9.53% in 1994, latest maturity 12/31/94 5,198,353 5,198,353 5,198,353 LaSalle National Trust annual effective returns varying from 5.85% to 6.34% in 1994 6,052,144 6,052,144 6,052,144 J.P. Morgan Contract #428, annual effective returns varying from 5.79%, 6.38%, and 6.67% in 1994, latest maturity 12/23/96 7,275,633 7,275,633 7,275,633 J.P. Morgan Maaagic Fund #2045 effective return 6.04% in 1994, maturity 2/15/98 3,271,961 3,271,961 3,271,961 ----------- ----------- --------- Total Group Insurance Contracts 21,798,091 $21,798,091 $ 21,798,091 ========== =========== ============ Mutual Funds: Wellington Fund 959,303 18,056,974 18,600,891 Windsor Fund 1,299,584 17,162,309 16,361,761 ----------- ----------- ------------ Total Mutual Funds 2,258,887 $35,219,283 $ 34,962,652 =========== =========== ============ Temporary Investment and Deposits: Mellon Bank EB Temporary Investment Fund, annual effective rate 5.74% 887,871 $ 887,871 $ 887,871 =========== =========== ============ 18 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 (4) Federal Income Taxes The Plan obtained its latest determination letter on February 12, 1996, in which the Internal Revenue Service stated that the plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan administrator and the Plan's tax counsel believe that the Plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Employer contributions and dividends, interest, capital gains, or other distributions with respect to assets held by the trustee are not taxable to the employee until withdrawn from the Plan. (5) Outstanding Commitments to Participants At December 31, 1995, the Plan had received requests for and has a commitment to pay withdrawals and distributions to terminated and withdrawing participants totaling $10,794. These amounts will be paid subsequent to December 31, 1995 to the respective withdrawing and terminated participants. At December 31, 1994 the Plan had a commitment to pay withdrawals and distributions totaling $1,749,312. These amounts were paid subsequent to December 31, 1994. 13 19 Schedule 1 ---------- ALLERGAN, INC. Savings and Investment Plan Item 27a - Schedule of Assets Held for Investment Purposes December 31, 1995 No. Shares, Units or Principal Fair Amounts Cost Value ------------ ------------ ------------ Common Stock: *Allergan, Inc. 788,160 $ 15,423,150 $ 25,615,185 ========== ============ ============ Common/Collective Trusts: LaSalle National Trust annual effective returns varying from 6.30% to 6.46% in 1995 13,097,616 13,097,616 13,097,616 J.P. Morgan Contract #428, annual effective returns varying from 5.79%, 6.38% and 6.67% in 1995, latest maturity 12/23/96 5,332,668 5,332,668 5,332,668 J.P. Morgan Maaagic Fund #2045 effective return 6.04% in 1995, maturity 2/15/98 3,413,021 3,413,021 3,413,021 ---------- ------------ ------------ Total Common/Collective Trusts 21,843,305 $ 21,843,305 $ 21,843,305 ========== ============ ============ Mutual Funds: American Balanced Fund 1,629,522 20,349,044 23,057,732 Investment Company of America Fund 992,330 18,400,798 21,444,247 New Perspective Fund 126,663 2,080,885 2,074,740 Ultra Investors Fund 122,616 3,175,654 3,201,513 ---------- ------------ ------------ Total Mutual Funds 2,871,131 $ 44,006,381 $ 49,778,232 ========== ============ ============ Participant Loans interest rates varying from 9.75% to 10.0% in 1995, latest maturity 4/11/10 1,902,928 $ 1,902,928 $ 1,902,928 ========== ============ ============ Temporary Investments and Deposits: *Mellon Bank EB Temporary Investment Fund, annual effective rate 5.86% 378,422 $ 378,422 $ 378,422 ======= ============ ============ - ------------ * Party in interest. See accompanying independent auditors' report. 14 20 Schedule 2 ---------- ALLERGAN, INC. Savings and Investment Plan Item 27d - Schedule of Reportable Transactions Year Ended December 31, 1995 Current Value Cost of Asset on Identity of Description Purchase Sales of Transaction Net Gain Party Involved of Asset Price Price Asset Date or (Loss) - -------------- ---------------------- ----- ----- -------- ---------- --------- Not Applicable LaSalle National Trust Income Plus Fund $ 11,733,075 - $11,733,075 $11,733,075 $ -0- Not Applicable LaSalle National Trust Income Plus Fund - $5,665,871 5,665,871 5,665,871 -0- Mellon Bank N.A. EB Temporary Investment Fund 11,877,461 - 11,877,461 11,877,461 -0- Mellon Bank N.A. EB Temporary Investment Fund - 12,380,423 12,380,423 12,380,423 -0- Various Vanguard/Windsor 37,951 - 37,951 37,951 -0- Various Vanguard/Windsor - 16,629,449 17,105,700 16,629,449 (476,251) Various Vanguard/Wellington 16,977 - 16,977 16,977 -0- Various Vanguard/Wellington - 18,897,575 17,999,304 18,897,575 898,271 Various Twentieth Century Ultra Investors 3,096,666 - 3,096,666 3,096,666 -0- Various Twentieth Century Ultra Investors - 103,394 94,160 103,394 9,234 Various American Balanced Fund 20,073,811 - 20,073,811 20,073,811 -0- 21 Schedule 2 ALLERGAN, INC. Savings and Investment Plan Item 27d - Schedule of Reportable Transactions (continued) Year Ended December 31, 1995 Current Value Cost of Asset on Identity of Description Purchase Sales of Transaction Net Gain Party Involved of Asset Price Price Asset Date or (Loss) - -------------- -------- ----- ----- ----- -------- --------- Various American Balanced Fund - $2,536,415 2,364,210 2,536,415 172,205 Various New Perspective Fund $ 2,048,563 - 2,048,563 2,048,563 -0- Various New Perspective Fund - 52,902 51,219 52,902 1,683 Various Investment Company of America 19,445,592 - 19,445,592 19,445,592 -0- Various Investment Company of America - 3,369,243 3,017,805 3,369,243 351,438 Various Allergan, Inc. Common Stock 484,115 - 484,115 484,115 - Various Allergan, Inc. Common Stock - 1,779,637 1,146,274 1,779,637 633,363 See accompanying independent auditors' report. 22 ALLERGAN, INC. PUERTO RICO SAVINGS AND INVESTMENT PLAN FINANCIAL STATEMENTS DECEMBER 31, 1995 AND 1994 23 ALLERGAN, INC. PUERTO RICO SAVINGS AND INVESTMENT PLAN Index to Financial Statements and Supplementary Schedules Financial Statements Page - -------------------- ---- Independent Auditors' Report.................................................... 1 Statement of Net Assets Available for Plan Benefits, with Fund Information -- December 31, 1995............................................................. 2 Statement of Net Assets Available for Plan Benefits, with Fund Information -- December 31, 1994............................................................. 4 Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information -- Year ended December 31, 1995......................... 5 Notes to Financial Statements................................................... 7 Supplementary Schedules Schedule - ----------------------- -------- Item 27a - Schedule of Assets Held for Investment Purposes -- December 31, 1995............................................................. 1 Item 27d - Schedule of Reportable Transactions -- Year ended December 31, 1995.................................................. 2 Other schedules are omitted because they are not required or are not applicable based on disclosure requirements of the Employee Retirement Income Security Act of 1974 and regulations issued by the Department of Labor. 24 INDEPENDENT AUDITORS' REPORT The Management Plan Committee Allergan, Inc.: We have audited the financial statements of the Allergan, Inc. Puerto Rico Savings and Investment Plan (the "Plan") as of December 31, 1995 and 1994, and for the year ended December 31, 1995, as listed in the accompanying index. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 1995 and 1994, and the changes in net assets available for plan benefits for the year ended December 31, 1995 in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of the Allergan, Inc. Puerto Rico Savings and Investment Plan as listed in the accompanying index 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 statement of net assets available for plan benefits and the statement of changes in net assets available for plan benefits is presented for purposes of additional analysis rather than to present the net assets available for plan benefits and changes in net assets available for plan benefits of each fund. 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. KPMG PEAT MARWICK LLP Orange County, California June 18, 1996 1 25 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Distribution December 31, 1995 Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Participant Stock Fund Fund Fund Fund Fund Fund Loans Other Total ---------- ---- ---- ---- ---- ---- ----- ----- ----- Investments, at fair value: Common stock of Allergan, Inc., cost $721,248 $1,197,867 1,197,867 American Balanced Fund, cost $361,379 409,483 409,483 Common/collective trusts, cost approximates market 735,390 735,390 Investment Company of America Fund, cost $514,545 599,649 599,649 New Perspective Fund, cost $11,890 11,855 11,855 Ultra Investors Fund, cost $13,191 13,299 13,299 Participant loans 242,719 242,719 ---------- ------- ------- ------- ------ ------ ------- ----- --------- Total Investments 1,197,867 409,483 735,390 599,649 11,855 13,299 242,719 -- 3,210,262 Interest bearing cash and cash equivalents 11,331 -- 2,701 3 -- -- 5 1,694 15,734 Receivables: Accrued interest and dividends 50 -- 3 1 -- -- -- -- 54 Sales pending settlement -- -- 449 -- -- -- -- -- 449 ---------- ------- ------- ------- ------ ------ ------- ----- --------- Total Receivables 50 -- 452 1 -- -- -- -- 503 ---------- ------- ------- ------- ------ ------ ------- ----- --------- Total Assets 1,209,248 409,483 738,543 599,653 11,855 13,299 242,724 1,694 3,226,499 See accompanying notes to financial statements. 2 26 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Distribution December 31, 1995 (continued) Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Participant Stock Fund Fund Fund Fund Fund Fund Loans Other Total ---------- ---- ---- ---- ---- ---- ----- ----- ----- Payables: Purchases pending settlement -- (71) -- (3,877) (35) (38) -- -- (4,021) Short-term fund investment fees $ (1) -- -- -- -- -- -- -- (1) ---------- ------- ------- ------- ------ ------ ------- ----- --------- Total Payables (1) (71) -- (3,877) (35) (38) -- -- (4,022) ---------- ------- ------- ------- ------ ------ ------- ----- --------- Net assets available for Plan benefits $1,209,247 409,412 738,543 595,776 11,820 13,261 242,724 1,694 3,222,477 ========== ======= ======= ======= ====== ====== ======= ===== ========= See accompanying notes to financial statements. 3 27 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Information December 31, 1994 Allergan, Inc. Interest Common Balanced Income Equity Stock Fund Fund Fund Fund Total ---------- ---- ---- ---- ----- ASSETS Investments, at fair value: Common stock of Allergan, Inc., cost $610,242 $941,601 -- -- -- 941,601 Wellington Fund, cost $201,371 -- 207,437 -- -- 207,437 Group contracts with insurance companies, cost approximates market -- -- 857,791 -- 857,791 Windsor Fund, cost $323,464 -- -- -- 308,375 308,375 -------- -------- ------- -------- ---------- Total investments 941,601 207,437 857,791 308,375 2,315,204 Interest bearing cash and cash equivalents 3,020 1,196 -- 4,194 8,410 Receivables: Employer contributions 20,097 -- -- -- 20,097 Employee contributions 5,383 17,405 9,515 20,883 53,186 Accrued interest and dividends -- 1 -- 4 5 Payables: Purchases pending settlement -- (1,196) -- (4,193) (5,389) -------- -------- ------- -------- ---------- Subsequent event (note 4) Net assets available for Plan benefits (note 5) $970,101 224,843 867,306 329,263 2,391,513 ======== ======== ======= ======== ========== See accompanying notes to financial statements. 4 28 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information For the Year Ended December 31, 1995 Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Participant Stock Fund Fund Fund Fund Fund Fund Loans Other Total ---------- ---- ---- ---- ---- ---- ----- ----- ----- Additions to Plan assets attributed to: Net appreciation in fair value of investments $148,663 61,375 49,923 109,519 147 361 -- -- 369,988 Interest 714 2 51 9 -- -- 13,180 378 14,334 Dividends 17,023 13,242 -- 11,485 66 -- -- -- 41,816 -------- ------- ------- ------- ------ ------ ------- ----- --------- Total investment income 166,400 74,619 49,974 121,013 213 361 13,180 378 426,138 Contributions: Employer - Company match 242,551 -- -- -- -- -- -- -- 242,551 Employees: Before tax 79,403 141,612 114,247 207,067 2,894 8,064 -- -- 553,287 After tax 4,333 11,285 8,700 14,707 -- 139 -- -- 39,164 -------- ------- ------- ------- ------ ------ ------- ----- --------- Total contributions 326,287 152,897 122,947 221,774 2,894 8,203 -- -- 835,002 -------- ------- ------- ------- ------ ------ ------- ----- --------- Total additions 492,687 227,516 172,921 342,787 3,107 8,564 13,180 378 1,261,140 See accompanying notes to financial statements. 5 29 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information For the Year Ended December 31, 1995 (continued) Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Participant Stock Fund Fund Fund Fund Fund Fund Loans Other Total ---------- ---- ---- ---- ---- ---- ----- ----- ----- Deductions from Plan assets attributed to: Withdrawals and distributions (120,251) (34,146) (221,011) (52,268) (565) (1,011) -- -- (429,252) Administrative expenses (14) (1) (927) (4) -- -- -- 22 (924) ---------- ------- ------- ------- ------ ------ ------- ----- --------- Total deductions (120,265) (34,147) (221,938) (52,272) (565) (1,011) -- 22 (430,176) ---------- ------- ------- ------- ------ ------ ------- ----- --------- Increase (decrease) in net assets available for Plan benefits 372,422 193,369 (49,017) 290,515 2,542 7,553 13,180 400 830,964 Net assets available for Plan benefits, beginning of year 970,101 224,843 867,306 329,263 -- -- -- -- 2,391,513 Net interfund transfers (133,276) (8,800) (79,746) (24,002) 9,278 5,708 229,544 1,294 -- ---------- ------- ------- ------- ------ ------ ------- ----- --------- Net assets available for Plan benefits, end of year $1,209,247 409,412 738,543 595,776 11,820 13,261 242,724 1,694 3,222,477 ========== ======= ======= ======= ====== ====== ======= ===== ========= See accompanying notes to financial statements. 6 30 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 (1) Description of the Plan The following description of the Allergan, Inc. Puerto Rico Savings and Investment Plan (the "Plan") provides only general information. Participants should refer to the Plan document for a more complete description of the Plan's provisions. General The Plan is a defined contribution plan sponsored by Allergan, Inc. (the "Company"). The Plan was established on July 27, 1989. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Under terms of the Plan, eligible employees may, after six months of service, voluntarily elect to contribute: (1) "After-tax" dollars up to 15% of their defined compensation under provision 401(a) of the Internal Revenue Code or, (2) "Before-tax" dollars up to the lesser of 10% of their defined compensation or $9,240 for the years ended December 31, 1995 and 1994 under provision 401(k) of the Internal Revenue Code or, (3) Any combination of the above two elections; however, the total contribution cannot exceed the lesser of 15% of their defined compensation or $30,000. Contributions Effective March 1, 1995, the Company contributes an amount equal to 75% of each employee's contribution on the first 2% of defined compensation, 50% of each employee's contribution on the next 2% of defined compensation and 25% of each employee's contribution on the next 2% of defined compensation. Prior to March 1, 1995, the Company contributed an amount equal to 50% of each employee's contribution not exceeding 6% of defined compensation. Certain limitations imposed by the Internal Revenue Code and the Puerto Rico Income Tax Act of 1954 may have the effect of reducing the level of contributions initially selected by participants who come within the classification of "highly compensated employees" as defined in the Code. Beginning July 1, 1993, employee contributions are invested in the Allergan, Inc. Common Stock Fund, the Balanced Fund, the Interest Income Fund, the Growth and Income Fund, the Global Equity Fund or the Aggressive Growth Fund, or any combination of the six funds at the employee's discretion. Company contributions consist of Allergan, Inc. Common Stock and are invested in the Allergan, Inc. Common Stock Fund except, after employees reach age 55, they may elect to have Company contributions, both past and current, invested in any of the funds. Investment Options Participants have the right to elect investment options upon enrollment or re-enrollment into the Plan. Additionally, participants may elect to change their investment options and transfer their account balances among the different investment funds. (continued) 7 31 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 Income on investment funds is allocated to participants' accounts based on the participants' investment fund balance as a percentage of the total investment fund balance. A description of each investment fund follows: Allergan, Inc. Common Stock Fund - The Allergan, Inc. Common Stock Fund is invested in Allergan, Inc. common stock. Balanced Fund - The Balanced Fund is invested primarily in U.S. stocks, bonds and U.S. government securities. The stock portfolio consists of large, intermediate and small companies. The bond portfolio consists of U.S. Treasury, U.S. Agency and corporate issues. The Fund is managed by American Funds under the name "American Balanced Fund." Interest Income Fund - The Interest Income Fund is invested in a portfolio of group annuity contracts and short term money market funds issued by major insurance companies and banks. Growth and Income Fund - The Growth and Income Fund is invested in a portfolio of U.S. common stocks to meet the objective of long-term growth of capital and income. The Fund is managed by American Funds under the name "Investment Company of America Fund." Global Equity Fund - The Global Equity Fund is invested in a portfolio of U.S. and foreign company common stocks to meet the objective of long-term growth of capital and income. The Fund is managed by American Funds under the name "New Perspective Fund." Aggressive Growth Fund - The Aggressive Growth Fund is invested primarily in U.S. common stocks of small and intermediate companies. The Fund is managed by Twentieth Century under the name "Ultra Investors Fund." The number of employees participating in these funds at December 31, 1995 and 1994 was as follows: 1995 1994 ---- ---- (unaudited) (unaudited) Allergan, Inc. Common Stock Fund 427 360 Balance Fund 268 228 Interest Income Fund 253 225 Growth and Income Fund 281 240 Global Equity Fund 40 -- Aggressive Growth Fund 60 -- Participant Accounts Each participant's account is charged for the participant's withdrawals and credited for the participant's contributions, employer contributions and an allocation of fund earnings. The earnings of each of the funds are allocated daily to the individual accounts of participants based on their relative interest in the fair value of the assets held in each fund, except for dividends and unrealized appreciation (depreciation) on the common stock of Allergan, Inc. which is allocated based upon the number of shares held in the individual accounts of participants. (continued) 8 32 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 Participant Loans Receivable Participants may borrow from their fund accounts a minimum of $500 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as a transfer to (from) the investment fund from (to) the participant loans fund. Loan terms range from 1-5 years or up to 15 years for the purchase of a primary residence. The loans are secured by the balance in the participant's account and bear interest at prime plus one percent as determined on the date of loan application. The interest rate is fixed for the term of the loan. Principal and interest is paid through monthly payroll deductions. Vesting and Forfeitures Employee contributions are fully vested at all times. Participants forfeit their share of employer contributions if they withdraw their employee contributions after having completed less than three years of service with the Company. Notwithstanding the above, a Participant shall at all times be 100% vested in all amounts transferred from the SmithKline Puerto Rico Savings Plan. Forfeitures are used by the Company to offset future contribution requirements. Forfeitures available for offset of future contribution requirements totaled $4,657 at December 31, 1995. Withdrawals Participants may withdraw employee "after-tax" contributions during employment. However, except for financial hardship or emergency (as defined in the Plan), even participants who are fully vested are not eligible to withdraw any portion of employer contributions credited to them within the prior two-year period, although such contributions may be withdrawn at a later date. Withdrawals of employee "after-tax" contributions and employer contributions during employment may cause the employee to become ineligible to receive Company matching contributions in the Plan for a period of six months following the withdrawal. Prior to age 59 1/2, employee "before tax" contributions may only be withdrawn in the event of financial hardship, and after the withdrawal of the value of employee "after tax" contributions and employer contributions. Participants become entitled to payment of the total value of their accounts at the time of termination (if fully vested), retirement, disability, or death. After death, payment is in the form of a lump sum; otherwise, under certain circumstances set forth in the Plan, the participant may elect to receive the distribution in a lump sum (in cash or in cash and common stock of Allergan, Inc.) or may elect annuity payments. If an extended payment option is selected, participants may postpone their withdrawal until as late as attaining age 70 1/2 and, in the interim, all fund values are transferred to the Interest Income Fund at the time of termination. Continuation of the Plan The Company anticipates and believes the Plan will continue without interruption but reserves the right to discontinue the Plan. If the Plan is terminated by the Company, the accounts of all affected participants shall become 100% vested and nonforfeitable without regard to the years of service of such participants. (continued) 9 33 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 (2) Summary of Significant Accounting Policies Basis of Presentation The accompanying financial statements have been prepared on the accrual basis of accounting. The net assets of the Plan are allocated entirely to individual participant accounts. The preparation of financial statement requires the use of Plan Administrator's estimates. Investments Investments are stated at fair value. The fair value of Allergan, Inc. common stock is based upon quotations obtained from the New York Stock Exchange. The fair values of the American Balanced Fund, Investment Company of America Fund, Ultra Investors Fund, Interest Income Fund and the New Perspective Fund are based upon the net asset value reported by the funds. Investments in group contracts with insurance companies are stated at cost (contract value), which approximates market. Contract value represents contributions, net of distributions made under the Plan, plus interest at the contract rate. Purchases and sales of investments are reflected on the trade-date basis. Dividend income is recorded on the ex-dividend date. The Plan presents in the statement of changes in net assets available for plan benefits the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. Interest Bearing Cash and Cash Equivalents Interest bearing cash and cash equivalents represent amounts invested in Mellon Bank's EB Temporary Investment Fund which consists of highly liquid short-term investments. Administrative Expenses Certain administrative expenses of the Plan are paid by the Company. (continued) 10 34 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 (3) Assets Held for Investments DECEMBER 31, 1995 No. Shares Fair or Par Value Cost Value ------------ ---- ----- Common Stock: Allergan, Inc. 36,857 $721,248 $1,197,867 ======= ======== ========== Common/Collective Trusts: LaSalle National Trust annual effective returns varying from 6.30% to 6.46% in 1995 440,952 440,952 440,952 J.P. Morgan Contract #428 annual effective returns varying from 5.79%, 6.38% and 6.67% in 1995, latest maturity 12/23/96 179,533 179,533 179,533 J.P. Morgan Maaagic Fund #2045 Effective return 6.04% in 1995, maturity 2/15/98 114,905 114,905 114,905 ------- -------- ---------- Total Common/Collective Trusts 735,390 $735,390 $ 735,390 ======= ======== ========== Mutual Funds: American Balanced Fund 28,939 361,379 409,483 Investment Company of America 27,749 514,545 599,649 New Perspective Fund 724 11,890 11,855 Ultra Investors Fund 509 13,191 13,299 ------- -------- ---------- Total Mutual Funds 57,921 $901,005 $1,034,286 ======= ======== ========== Participant Loans interest rates varying from 9.75% to 10.00% in 1995, latest maturity 11/21/00 242,719 $242,719 $ 242,719 ======= ======== ========== Temporary Investments and Deposits: Mellon Bank EB Temporary Investment Fund, annual effective rate 5.86% 15,734 $ 15,734 $ 15,734 ======= ======== ========== (continued) 11 35 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 DECEMBER 31, 1994 No. Shares Fair or Par Value Cost Value ------------ ---- ----- Common Stock: Allergan, Inc. 33,331 $610,242 $941,601 ======= ======== ======== Group Insurance Contracts: Provident National Assurance Co. Contract #027-04576, annual effective return 9.53% in 1994, latest maturity 12/31/94 700,024 700,024 700,024 LaSalle National Trust annual effective returns varying from 5.85% to 6.34% in 1994 102,404 102,404 102,404 J.P. Morgan Maaagic Fund #2045 Effective return 6.04% in 1994, maturity 2/15/98 55,363 55,363 55,363 ------- -------- -------- Total Group Insurance Contracts 857,791 $857,791 $857,791 ======= ======== ======== Mutual Funds: Wellington Fund 10,698 201,371 207,437 Windsor Fund 24,494 323,464 308,375 ------- -------- -------- Total Mutual Funds 35,192 $524,835 $515,812 ======= ======== ======== Temporary Investments and Deposits: Mellon Bank EB Temporary Investment Fund, annual effective rate 5.74% 8,410 $ 8,410 $ 8,410 ======= ======== ======== (4) Tax Status of the Plan The Plan is intended to constitute a profit sharing plan qualified under Section 165(a) of the Puerto Rico Income Tax Act of 1954 and Section 401(a) of the Internal Revenue Code of 1986 and is exempt from taxation under Section 501(a). The Plan obtained its latest determination letter on March 7, 1995, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. (continued) 12 36 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1995 and 1994 (5) Outstanding Commitments to Participants At December 31, 1995, the Plan did not have a commitment to pay withdrawals and distributions to terminated and withdrawing participants. At December 31, 1994 the Plan had a commitment to pay withdrawals and distributions totaling $37,011. These amounts were paid subsequent to December 31, 1994. 13 37 Schedule 1 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Item 27a - Schedule of Assets Held for Investment Purposes December 31, 1995 No. Shares Fair or Par Value Cost Value ------------ ---- ----- Common Stock: *Allergan, Inc. 36,857 $721,248 $1,197,867 ======= ======== ========== Common/Collective Trusts: LaSalle National Trust annual effective returns varying from 6.30% to 6.46% in 1995 440,952 440,952 440,952 J.P. Morgan Contract #428 annual effective returns varying from 5.79%, 6.38% and 6.67% in 1995, latest maturity 12/23/96 179,533 179,533 179,533 J.P. Morgan Maaagic Fund #2045 Effective return 6.04% in 1995, maturity 2/15/98 114,905 114,905 114,905 ------- -------- ---------- Total Common/Collective Trusts 735,390 $735,390 $ 735,390 ======= ======== ========== Mutual Funds: American Balanced Fund 28,939 361,379 409,483 Investment Company of America 27,749 514,545 599,649 New Perspective Fund 724 11,890 11,855 Ultra Investors Fund 509 13,191 13,299 ------- -------- ---------- Total Mutual Funds 57,921 $901,005 $1,034,286 ======= ======== ========== Participant Loans interest rates varying from 9.75% to 10.00% in 1995, latest maturity 11/21/00 242,719 $242,719 $ 242,719 ======= ======== ========== Temporary Investments and Deposits: *Mellon Bank EB Temporary Investment Fund, annual effective rate 5.86% 15,734 $ 15,734 $ 15,734 ======= ======== ========== - ------------ * Party in interest. See accompanying independent auditors' report. 14 38 Schedule 2 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Item 27d - Schedule of Reportable Transactions Year Ended December 31, 1995 Current Value Cost of Asset on Identity of Description Purchase Sales of Transaction Net Gain Party Involved of Asset Price Price Asset Date or (Loss) - -------------- -------- ----- ----- ----- -------- --------- Mellon Bank N.A. EB Temporary Investment Fund $ 428,482 -- $ 428,482 $ 428,482 $ -0- Mellon Bank N.A. EB Temporary Investment Fund -- $486,615 486,615 486,615 -0- Not Applicable LaSalle National Trust Income Plus Fund 617,530 -- 617,530 617,530 -0- Not Applicable LaSalle National Trust Income Plus Fund -- 201,242 201,242 201,242 -0- Various Vanguard/Windsor 2,608 -- 2,608 2,608 -0- Various Vanguard/Windsor -- 408,921 420,632 408,921 (11,711) Various Vanguard/Wellington 1,390 -- 1,390 1,390 -0- Various Vanguard/Wellington -- 291,677 277,812 291,677 13,865 Various Twentieth Century Ultra Investors 41,741 -- 41,741 41,741 -0- Various Twentieth Century Ultra Investors -- 208 189 208 19 Various American Balanced Fund 1,644,041 -- 1,644,041 1,644,041 -0- Various American Balanced Fund -- 39,149 36,491 39,149 2,658 39 Schedule 2 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Item 27d - Schedule of Reportable Transactions (continued) Year Ended December 31, 1995 Current Value Cost of Asset on Identity of Description Purchase Sales of Transaction Net Gain Party Involved of Asset Price Price Asset Date or (Loss) - -------------- -------- ----- ----- ----- -------- --------- Various New Perspective Fund $ 12,573 -- 12,573 12,573 -0- Various New Perspective Fund -- $ 117 113 117 4 Various Investment Company of America 1,336,274 -- 1,336,274 1,336,274 -0- Various Investment Company of America -- 82,850 74,208 82,850 8,642 Various Allergan, Inc. Common Stock 40,387 -- 40,387 40,387 -0- Various Allergan, Inc. Common Stock -- 81,324 52,381 81,324 28,943 See accompanying independent auditors' report.