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, 1996 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, 33-44770 AND 333-09091 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 92612 (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, 1996 and 1995 and the related Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information for the Year Ended December 31, 1996 - Allergan, Inc. Savings and Investment Plan. Statements of Net Assets Available for Plan Benefits, with Fund Information as of December 31, 1996 and 1995 - 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, 1996 - 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, 1996 - Allergan, Inc. Savings and Investment Plan. Item 27d - Schedule of Reportable Transactions for the Year Ended December 31, 1996 - 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, 1996 and 1995 and the related Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information for the Year Ended December 31, 1996 - Allergan, Inc. Puerto Rico Savings and Investment Plan. Statements of Net Assets Available for Plan Benefits, with Fund Information as of December 31, 1996 and 1995 - 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, 1996 - 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, 1996 - Allergan, Inc. Puerto Rico Savings and Investment Plan. Item 27d - Schedule of Reportable Transactions for the Year Ended December 31, 1996 - 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 25, 1997 BY: FRANCIS R. TUNNEY, JR. ------------------ ------------------------- Francis R. Tunney, Jr. Allergan, Inc. Corporate Benefits Committee (formerly known as Management Plan Committee) 3 4 ALLERGAN, INC. SAVINGS AND INVESTMENT PLAN FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 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, 1996 ......................................................... 2 Statement of Net Assets Available for Plan Benefits, with Fund Information -- December 31, 1995 ......................................................... 4 Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information -- Year ended December 31, 1996 ..................... 6 Notes to Financial Statements ............................................... 8 Supplementary Schedules Schedule - ----------------------- -------- Item 27a - Schedule of Assets Held for Investment Purposes -- December 31, 1996 ......................................................... 1 Item 27d - Schedule of Reportable Transactions -- Year ended December 31, 1996 .............................................. 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 Corporate Benefits Committee Allergan, Inc.: We have audited the financial statements of the Allergan, Inc. Savings and Investment Plan (the "Plan") as of December 31, 1996 and 1995, and for the year ended December 31, 1996, 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, 1996 and 1995, and the changes in net assets available for plan benefits for the year ended December 31, 1996 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 4, 1997 1 7 ALLERGAN, INC. Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Information December 31, 1996 Allergan, Inc. Interest Growth Global Common Balanced Income and Income Equity Stock Fund Fund Fund Fund Fund ----------- ---------- ---------- ---------- --------- Investments, at fair value: Common stock of Allergan, Inc., cost $19,897,106 $30,900,087 -- -- -- -- American Balanced Fund, cost $21,658,482 -- 24,545,664 -- -- -- Common/collective trusts, cost approximates market -- -- 21,517,937 -- -- Investment Company of America Fund, cost $ 21,391,689 -- -- -- 26,438,611 -- New Perspective Fund, cost $3,761,427 -- -- -- -- 4,033,991 Twentieth Century Ultra Fund, cost $5,288,094 -- -- -- -- -- Participant loans -- -- -- -- -- ----------- ---------- ---------- ---------- --------- Total Investments 30,900,087 24,545,664 21,517,937 26,438,611 4,033,991 Interest bearing cash and cash equivalents 340,865 -- -- -- -- Receivables: Due to Plan -- -- -- -- -- Accrued interest and dividends 580 -- -- -- -- Sales pending settlement -- -- 938 -- 461 ----------- ---------- ---------- ---------- --------- Total Receivables 580 -- 938 -- 461 ----------- ---------- ---------- ---------- --------- Total Assets 31,241,532 24,545,664 21,518,875 26,438,611 4,034,452 Aggressive Growth Participant Fund Loans Other Total --------- --------- ------- ----------- Investments, at fair value: Common stock of Allergan, Inc., cost $19,897,106 -- -- -- 30,900,087 American Balanced Fund, cost $21,658,482 -- -- -- 24,545,664 Common/collective trusts, cost approximates market -- -- -- 21,517,937 Investment Company of America Fund, cost $ 21,391,689 -- -- -- 26,438,611 New Perspective Fund, cost $3,761,427 -- -- -- 4,033,991 Twentieth Century Ultra Fund, cost $5,288,094 5,486,579 -- -- 5,486,579 Participant loans -- 2,632,075 -- 2,632,075 --------- --------- ------- ----------- Total Investments 5,486,579 2,632,075 -- 115,554,944 Interest bearing cash and cash equivalents -- -- 305,051 645,916 Receivables: Due to Plan -- -- Accrued interest and dividends -- -- 360 940 Sales pending settlement -- -- -- 1,399 --------- --------- ------- ----------- Total Receivables -- -- 360 2,339 --------- --------- ------- ----------- Total Assets 5,486,579 2,632,075 305,411 116,203,199 See accompanying notes to financial statements. (continued) 2 8 ALLERGAN, INC. Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Information December 31, 1996 (continued) Allergan, Inc. Interest Growth Global Common Balanced Income and Income Equity Stock Fund Fund Fund Fund Fund ------------ ---------- ----------- ---------- --------- Payables: Purchases pending settlement (102,016) -- -- -- -- Short-term fund investment fees (12) -- -- -- -- ------------ ---------- ---------- ---------- --------- Total Payables (102,028) -- -- -- -- ------------ ---------- ---------- ---------- --------- Net assets available for Plan benefits $ 31,139,504 24,545,664 21,518,875 26,438,611 4,034,452 ============ ========== ========== ========== ========= Aggressive Growth Participant Fund Loans Other Total ---------- --------- -------- ---------- Payables: Purchases pending settlement (56) -- -- (102,072) Short-term fund investment fees -- -- (8) (20) --------- --------- -------- ---------- Total Payables (56) -- (8) (102,092) --------- --------- -------- ---------- Net assets available for Plan benefits 5,486,523 2,632,075 305,403 116,101,107 ========= ========= ======= =========== 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, 1995 Allergan, Inc. Interest Growth Global Common Balanced Income and Income Equity Stock 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 Twentieth Century Ultra Fund, cost $3,175,654 -- -- -- -- -- Participant loans -- -- -- -- -- ----------- ---------- ---------- ---------- --------- Total Investments 25,615,185 23,057,732 21,843,305 21,444,247 2,074,740 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 Aggressive Growth Participant Fund 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 Twentieth Century Ultra Fund, cost $3,175,654 3,201,513 -- -- 3,201,513 Participant loans -- 1,902,928 -- 1,902,928 --------- --------- ------- ---------- Total Investments 3,201,513 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 3,201,513 1,902,964 165,798 99,642,685 See accompanying notes to financial statements. (continued) 4 10 ALLERGAN, INC. Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Information December 31, 1995 (continued) Allergan, Inc. Interest Growth Common Balanced Income and Income Stock 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) Purchases pending settlement -- (4,028) -- (138,658) Short-term fund investment fees (23) -- (2) (1) ------------ ---------- ---------- ---------- Total Payables (61,119) (33,907) (72,100) (177,524) ------------ ---------- ---------- ---------- Net assets available for Plan benefits $ 25,797,456 23,023,825 21,864,865 21,266,874 ============ ========== ========== ========== Global Aggressive Equity Growth Participant Fund Fund Loans Other Total ---------- ---------- --------- -------- ----------- Payables: Due from Plan -- -- -- -- (110,037) Contribution refunds (987) (1,094) -- -- (93,982) Purchases pending settlement (1,239) (1,354) -- -- (145,279) Short-term fund investment fees -- -- -- -- (26) --------- --------- --------- ------- ---------- Total Payables (2,226) (2,448) -- -- (349,324) --------- --------- --------- ------- ---------- Net assets available for Plan benefits 2,072,514 3,199,065 1,902,964 165,798 99,293,361 ========= ========= ========= ======= ========== 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, 1996 Allergan, Inc. Interest Growth Global Common Balanced Income and Income Equity Stock Fund Fund Fund Fund Fund ---------- --------- --------- --------- --------- Additions to Plan assets attributed to: Net appreciation in fair value of investments $1,467,051 2,021,055 1,400,183 3,716,043 466,303 Interest 18,039 7 775 195 -- Dividends 501,042 910,476 -- 645,647 65,609 ---------- --------- --------- --------- --------- Total investment income 1,986,132 2,931,538 1,400,958 4,361,885 531,912 Contributions: Employer - Company match 2,707,285 4,367 22,901 10,107 4,817 Employees: Before tax 1,007,208 1,290,548 1,317,756 2,305,603 757,490 After tax 554,028 556,671 656,104 964,837 489,277 ---------- --------- --------- --------- --------- Total contributions 4,268,521 1,851,586 1,996,761 3,280,547 1,251,584 ---------- --------- --------- --------- --------- Total additions 6,254,653 4,783,124 3,397,719 7,642,432 1,783,496 ---------- --------- --------- --------- --------- Aggressive Growth Participant Fund Loans Other Total --------- ------- ------ ---------- Additions to Plan assets attributed to: Net appreciation in fair value of investments 571,828 -- -- 9,642,463 Interest -- 207,591 13,401 240,008 Dividends -- -- -- 2,122,774 --------- ------- ------ ---------- Total investment income 571,828 207,591 13,401 12,005,245 Contributions: Employer - Company match 5,907 -- -- 2,755,384 Employees: Before tax 1,182,127 -- -- 7,860,732 After tax 807,465 -- -- 4,028,382 --------- ------- ------ ---------- Total contributions 1,995,499 -- -- 14,644,498 --------- ------- ------ ---------- Total additions 2,567,327 207,591 13,401 26,649,743 --------- ------- ------ ---------- See accompanying notes to financial statements. (continued) 6 12 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, 1996 (continued) Allergan, Inc. Interest Growth Common Balanced Income and Income Stock Fund Fund Fund Fund ------------ ----------- ----------- ----------- Deductions from Plan assets attributed to: Withdrawals and distributions (1,979,182) (2,321,441) (2,556,043) (2,182,338) Administrative expenses (404) (1,511) (57,856) (1,992) ------------ ---------- ----------- ----------- Total deductions (1,979,586) (2,322,952) (2,613,899) (2,184,330) ------------ ---------- ----------- ----------- Increase in net assets available for Plan benefits 4,275,067 2,460,172 783,820 5,458,102 Net assets available for Plan benefits, beginning of year 25,797,456 23,023,825 21,864,865 21,266,874 Net interfund transfers 1,066,981 (938,333) (1,129,810) (286,365) ------------ ---------- ---------- ---------- Net assets available for Plan benefits, end of year $ 31,139,504 24,545,664 21,518,875 26,438,611 ============ ========== ========== ========== Global Aggressive Equity Growth Participant Fund Fund Loans Other Total ---------- ---------- --------- -------- ------------ Deductions from Plan assets attributed to: Withdrawals and distributions (276,661) (460,890) -- -- (9,776,555) Administrative expenses (1,171) (374) -- (2,134) (65,442) --------- --------- --------- ------- ----------- Total deductions (277,832) (461,264) -- (2,134) (9,841,997) --------- --------- --------- ------- ----------- Increase in net assets available for Plan benefits 1,505,664 2,106,063 207,591 11,267 16,807,746 Net assets available for Plan benefits, beginning of year 2,072,514 3,199,065 1,902,964 165,798 99,293,361 Net interfund transfers 456,274 181,395 521,520 128,338 -- --------- --------- --------- ------- ----------- Net assets available for Plan benefits, end of year 4,034,452 5,486,523 2,632,075 305,403 116,101,107 ========= ========= ========= ======= =========== See accompanying notes to financial statements. 7 13 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 (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 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). The Plan is qualified under Section 401(a) and (b) of the Internal Revenue Code of 1986. 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 $9,500 and $9,240 for the years ended December 31, 1996 and 1995, respectively, 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 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 Allergan, Inc. Common Stock 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. 8 14 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 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 American Century Investments (formerly Twentieth Century) under the name "Twentieth Century Ultra Fund." The number of employees participating in these funds at December 31, 1996 and 1995 was as follows: 1996 1995 ---- ---- (Unaudited) (Unaudited) Allergan, Inc. Common Stock Fund 2,525 2,496 Balanced Fund 1,736 1,732 Interest Income Fund 1,476 1,580 Growth and Income Fund 1,880 1,809 Global Equity Fund 847 609 Aggressive Growth Fund 1,040 742 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. 9 15 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 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 payroll deductions each pay period. 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 $112,302 at December 31, 1996. 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. 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), attainment of age 62, permanent and total 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 statements requires the use of Plan Administrator estimates. 10 16 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 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 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 banks 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. 11 17 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 (3) Investments The following tables present the fair values of investments. 1996 ---- No. Shares, Units or Principal Fair Amounts Cost Value ---------- ----------- ----------- Common Stock: Allergan, Inc. 867,371 $19,897,106 $30,900,087 ========== =========== =========== Common/Collective Trusts: LaSalle National Trust annual effective returns varying from 6.29% to 6.49% in 1996 21,517,937 $21,517,937 $21,517,937 ========== =========== =========== Mutual Funds: American Balanced Fund 1,686,987 21,658,482 24,545,664 Investment Company of America Fund 1,091,152 21,391,689 26,438,611 New Perspective Fund 222,014 3,761,427 4,033,991 Twentieth Century Ultra Fund 195,321 5,288,094 5,486,579 ---------- ----------- ----------- Total Mutual Funds 3,195,474 $52,099,692 $60,504,845 ========== =========== =========== 12 18 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 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 Twentieth Century Ultra Fund 122,616 3,175,654 3,201,513 ---------- ----------- ----------- Total Mutual Funds 2,871,131 $44,006,381 $49,778,232 ========== =========== =========== 13 19 ALLERGAN, INC. Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 (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, 1996, the Plan had not been requested to pay withdrawals and distributions to terminated and withdrawing participants. At December 31, 1995 the Plan had a commitment to pay withdrawals and distributions totaling $10,794. These amounts were paid subsequent to December 31, 1995. 14 20 Schedule 1 ALLERGAN, INC. Savings and Investment Plan Item 27a - Schedule of Assets Held for Investment Purposes December 31, 1996 No. Shares, Units or Principal Fair Amounts Cost Value ---------- ----------- ----------- Common Stock: * Allergan, Inc. 867,371 $19,897,106 $30,900,087 ========== =========== =========== Common/Collective Trusts: LaSalle National Trust annual effective returns varying from 6.29% to 6.49% in 1996 21,517,937 $21,517,937 $21,517,937 ========== =========== =========== Mutual Funds: American Balanced Fund 1,686,987 21,658,482 24,545,664 Investment Company of America Fund 1,091,152 21,391,689 26,438,611 New Perspective Fund 222,014 3,761,427 4,033,991 Twentieth Century Ultra Fund 195,321 5,288,094 5,486,579 ---------- ----------- ----------- Total Mutual Funds 3,195,474 $52,099,692 $60,504,845 ========== =========== =========== Participant Loans interest rates varying from 9.25% to 10.0% in 1996, latest maturity 12/1/11 2,632,075 $ 2,632,075 $ 2,632,075 ========== =========== =========== Temporary Investments and Deposits: * Mellon Bank EB Temporary Investment Fund, annual effective rate 5.4% 645,916 $ 645,916 $ 645,916 ========== =========== =========== *Party in interest See accompanying independent auditors' report. 15 21 Schedule 2 ALLERGAN, INC. Savings and Investment Plan Item 27d - Schedule of Reportable Transactions Year Ended December 31, 1996 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 $12,297,205 - $12,297,205 $12,297,205 $ -0- Not Applicable LaSalle National Trust Income Plus Fund - $5,563,205 5,563,205 5,563,205 -0- Various JP Morgan Interest Income Fund - 3,255,586 3,248,879 3,255,586 6,707 Mellon Bank N.A. EB Temporary Investment Fund 6,453,136 - 6,453,136 6,453,136 -0- Mellon Bank N.A. EB Temporary Investment Fund - 6,181,488 6,181,488 6,181,488 -0- Various Twentieth Century Ultra Fund 3,277,862 - 3,277,862 3,277,862 -0- Various Twentieth Century Ultra Fund - 1,564,730 1,479,392 1,564,730 85,338 Various American Balanced Fund 3,122,328 - 3,122,328 3,122,328 -0- 22 Schedule 2 ALLERGAN, INC. Savings and Investment Plan Item 27d - Schedule of Reportable Transactions (continued) Year Ended December 31, 1996 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 - $3,728,750 3,258,161 3,728,750 470,589 Various New Perspective Fund $2,118,009 - 2,118,009 2,118,009 -0- Various New Perspective Fund - 621,834 577,395 621,834 44,439 Various Investment Company of America Fund 4,625,545 - 4,625,545 4,625,545 -0- Various Investment Company of America Fund - 3,428,265 2,799,208 3,428,265 629,057 Various Allergan, Inc. Common Stock 2,832,237 - 2,832,237 2,832,237 - Various Allergan, Inc. Common Stock - 1,359,238 782,417 1,359,738 576,821 See accompanying independent auditors' report. 23 ALLERGAN, INC. PUERTO RICO SAVINGS AND INVESTMENT PLAN FINANCIAL STATEMENTS DECEMBER 31, 1996 AND 1995 24 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, 1996 ......................................................... 2 Statement of Net Assets Available for Plan Benefits, with Fund Information -- December 31, 1995 ......................................................... 4 Statement of Changes in Net Assets Available for Plan Benefits, with Fund Information -- Year ended December 31, 1996 ..................... 6 Notes to Financial Statements ............................................... 8 Supplementary Schedules Schedule - ----------------------- -------- Item 27a - Schedule of Assets Held for Investment Purposes -- December 31, 1996 ......................................................... 1 Item 27d - Schedule of Reportable Transactions -- Year ended December 31, 1996 .............................................. 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. 25 INDEPENDENT AUDITORS' REPORT The Corporate Benefits 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, 1996 and 1995, and for the year ended December 31, 1996, 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, 1996 and 1995, and the changes in net assets available for plan benefits for the year ended December 31, 1996 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 4, 1997 1 26 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Information December 31, 1996 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 $883,107 $1,371,460 American Balanced Fund, cost $478,178 541,921 Common/collective trusts, cost approximates market 647,693 Investment Company of America Fund, cost $656,182 810,995 New Perspective Fund, cost $35,622 38,204 Twentieth Century Ultra Fund, cost $61,539 63,849 Participant loans ---------- ------- ------- ------- ------ ------ Total Investments 1,371,460 541,921 647,693 810,995 38,204 63,849 Interest bearing cash and cash equivalents 15,129 Receivables: Accrued interest and dividends 26 Sales pending settlement 28 14 ---------- ------- ------- ------- ------ ------ Total Receivables 15,155 -- 28 -- 14 -- ---------- ------- ------- ------- ------ ------ Total Assets 1,386,615 541,921 647,721 810,995 38,218 63,849 Participant Loans Other Total ---------- ---------- ---------- Investments, at fair value: Common stock of Allergan, Inc., cost $883,107 1,371,460 American Balanced Fund, cost $478,178 541,921 Common/collective trusts, cost approximates market 647,693 Investment Company of America Fund, cost $656,182 810,995 New Perspective Fund, cost $35,622 38,204 Twentieth Century Ultra Fund, cost $61,539 63,849 Participant loans 375,042 375,042 ------- ----- --------- Total Investments 375,042 -- 3,849,164 Interest bearing cash and cash equivalents 8,981 24,110 Receivables: Accrued interest and dividends 11 37 Sales pending settlement 42 ------- ----- --------- Total Receivables -- 8,992 24,189 ------- ----- --------- Total Assets 375,042 8,992 3,873,353 See accompanying notes to financial statements. (continued) 2 27 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Information December 31, 1996 (continued) Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Stock Fund Fund Fund Fund Fund Fund ---------- ---------- ---------- ---------- ---------- ---------- Payables: Purchases pending settlement (4,528) (2) Short-term fund investment fees (1) ---------- ------- ------- ------- ------ ------ Total Payables (4,529) -- -- -- -- (2) ---------- ------- ------- ------- ------ ------ Net assets available for Plan benefits $1,382,086 541,921 647,721 810,995 38,218 63,847 ========== ======= ======= ======= ====== ====== Participant Loans Other Total ---------- ---------- ---------- Payables: Purchases pending settlement (4,530) Short-term fund investment fees (1) ------- ----- --------- Total Payables -- -- (4,531) ------- ----- --------- Net assets available for Plan benefits 375,042 8,992 3,868,822 ======= ===== ========= See accompanying notes to financial statements. 3 28 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Information 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 $721,248 $1,197,867 American Balanced Fund, cost $361,379 409,483 Common/collective trusts, cost approximates market 735,390 Investment Company of America Fund, cost $514,545 599,649 New Perspective Fund, cost $11,890 11,855 Twentieth Century Ultra Fund, cost $13,191 13,299 Participant loans ---------- ------- ------- ------- ------ ------ Total Investments 1,197,867 409,483 735,390 599,649 11,855 13,299 Interest bearing cash and cash equivalents 11,331 -- 2,701 3 -- -- Receivables: Accrued interest and dividends 50 -- 3 1 -- -- Sales pending settlement -- -- 449 -- -- -- ---------- ------- ------- ------- ------ ------ Total Receivables 50 -- 452 1 -- -- ---------- ------- ------- ------- ------ ------ Total Assets 1,209,248 409,483 738,543 599,653 11,855 13,299 Participant Loans Other Total ---------- ---------- ---------- Investments, at fair value: Common stock of Allergan, Inc., cost $721,248 1,197,867 American Balanced Fund, cost $361,379 409,483 Common/collective trusts, cost approximates market 735,390 Investment Company of America Fund, cost $514,545 599,649 New Perspective Fund, cost $11,890 11,855 Twentieth Century Ultra Fund, cost $13,191 13,299 Participant loans 242,719 242,719 ------- ----- --------- Total Investments 242,719 -- 3,210,262 Interest bearing cash and cash equivalents 5 1,694 15,734 Receivables: Accrued interest and dividends -- -- 54 Sales pending settlement -- -- 449 ------- ----- --------- Total Receivables -- -- 503 ------- ----- --------- Total Assets 242,724 1,694 3,226,499 See accompanying notes to financial statements. (continued) 4 29 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Statement of Net Assets Available for Plan Benefits, with Fund Information 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: Purchases pending settlement -- (71) -- (3,877) (35) (38) Short-term fund investment fees (1) -- -- -- -- -- ---------- ------- ------- ------- ------ ------ Total Payables (1) (71) -- (3,877) (35) (38) ---------- ------- ------- ------- ------ ------ Net assets available for Plan benefits $1,209,247 409,412 738,543 595,776 11,820 13,261 ========== ======= ======= ======= ====== ====== Participant Loans Other Total ---------- ---------- ---------- Payables: Purchases pending settlement -- -- (4,021) Short-term fund investment fees -- -- (1) ------- ----- --------- Total Payables -- -- (4,022) ------- ----- --------- Net assets available for Plan benefits 242,724 1,694 3,222,477 ======= ===== ========= See accompanying notes to financial statements. 5 30 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, 1996 Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Stock Fund Fund Fund Fund Fund Fund ---------- ---------- ---------- ---------- ---------- ---------- Additions to Plan assets attributed to: Net appreciation in fair value of investments $ 64,957 39,354 40,335 104,688 2,579 4,960 Interest 799 -- 22 5 -- -- Dividends 22,239 17,729 -- 18,189 363 -- --------- ------- ------- ------- ------ ------ Total investment income 87,995 57,083 40,357 122,882 2,942 4,960 Contributions: Employer - Company match 247,976 -- -- -- -- -- Employees: Before tax 85,782 133,328 117,319 189,493 11,731 32,690 After tax 3,657 5,116 7,452 7,461 290 1,343 --------- ------- ------- ------- ------ ------ Total contributions 337,415 138,444 124,771 196,954 12,021 34,033 --------- ------- ------- ------- ------ ------ Total additions 425,410 195,527 165,128 319,836 14,963 38,993 --------- ------- ------- ------- ------- ------ Participant Loans Other Total ---------- ---------- ---------- Additions to Plan assets attributed to: Net appreciation in fair value of investments -- -- 256,873 Interest 29,575 395 30,796 Dividends -- -- 58,520 ------ --- --------- Total investment income 29,575 395 346,189 Contributions: Employer - Company match -- -- 247,976 Employees: Before tax -- -- 570,343 After tax -- -- 25,319 ------ --- --------- Total contributions -- -- 843,638 ------ --- --------- Total additions 29,575 395 1,189,827 ------ --- --------- See accompanying notes to financial statements. (continued) 6 31 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, 1996 (continued) Allergan, Inc. Interest Growth Global Aggressive Common Balanced Income and Income Equity Growth Stock Fund Fund Fund Fund Fund Fund ---------- ---------- ---------- ---------- ---------- ---------- Deductions from Plan assets attributed to: Withdrawals and distributions (232,436) (28,714) (202,587) (72,735) (1,414) (3,753) Administrative expenses (18) (29) (1,667) (56) (7) (3) ---------- ---------- ---------- ---------- ---------- ---------- Total deductions (232,454) (28,743) (204,254) (72,791) (1,421) (3,756) ---------- ------- -------- ------- ------ ------ Increase (decrease) in net assets available for Plan benefits 192,956 166,784 (39,126) 247,045 13,542 35,237 Net assets available for Plan benefits, beginning of year 1,209,247 409,412 738,543 595,776 11,820 13,261 Net interfund transfers (20,117) (34,275) (51,696) (31,826) 12,856 15,349 ---------- ------- -------- ------- ------ ------ Net assets available for Plan benefits, end of year $1,382,086 541,921 647,721 810,995 38,218 63,847 ========== ======= ======== ======= ====== ====== Participant Loans Other Total ---------- ---------- ---------- Deductions from Plan assets attributed to: Withdrawals and distributions Administrative expenses -- -- (541,639) -- (63) (1,843) ------- ----- --------- Total deductions -- (63) (543,482) ------- ----- --------- Increase (decrease) in net assets available for Plan benefits 29,575 332 646,345 Net assets available for Plan benefits, beginning of year 242,724 1,694 3,222,477 Net interfund transfers 102,743 6,966 -- ------- ----- --------- Net assets available for Plan benefits, end of year 375,042 8,992 3,868,822 ======= ===== ========= See accompanying notes to financial statements. 7 32 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 (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). The Plan is qualified under Section 165(a) and (e) of the Puerto Rico Income Tax Act of 1954 and Section 401(a) and (b) of the Internal Revenue Code of 1986. 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 $7,500 and $7,000 for the years ended December 31, 1996 and 1995, respectively, under provision 165(e) of the Puerto Rico Income Tax Act 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. 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 Allergan, Inc. Common Stock and 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. (continued) 8 33 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 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 American Century Investments (formerly Twentieth Century) under the name "Twentieth Century Ultra Fund." The number of employees participating in these funds at December 31, 1996 and 1995 was as follows: 1996 1995 ---- ---- (unaudited) (unaudited) Allergan, Inc. Common Stock Fund 388 427 Balanced Fund 250 268 Interest Income Fund 217 253 Growth and Income Fund 263 281 Global Equity Fund 50 40 Aggressive Growth Fund 72 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) 9 34 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 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 payroll deductions each pay period. 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 $1,308 at December 31, 1996. 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. 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), attainment of age 62, permanent and total 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) 10 35 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 (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 statements requires the use of Plan Administrator 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 banks 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) 11 36 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 (3) Investments The following tables present the fair values of investments. 1996 ---- No. Shares Fair or Par Value Cost Value ---------- ---------- ---------- Common Stock: Allergan, Inc. 38,497 $ 883,107 $1,371,460 ======= ========== ========== Common/Collective Trusts: LaSalle National Trust annual effective returns varying from 6.29% to 6.49% in 1996 647,693 $ 647,693 $ 647,693 ======= ========== ========== Mutual Funds: American Balanced Fund 37,245 478,178 541,921 Investment Company of America Fund 33,471 656,182 810,995 New Perspective Fund 2,103 35,622 38,204 Twentieth Century Ultra Fund 2,273 61,539 63,849 ------- ---------- ---------- Total Mutual Funds 75,092 $1,231,521 $1,454,969 ======= ========== ========== 12 37 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 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 Fund 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 ======= ======== ========== 13 38 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Notes to Financial Statements December 31, 1996 and 1995 (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. (5) Outstanding Commitments to Participants At December 31, 1996 and 1995, the Plan had not been requested to pay withdrawals and distributions to terminated and withdrawing participants. 14 39 Schedule 1 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Item 27a - Schedule of Assets Held for Investment Purposes December 31, 1996 No. Shares Fair or Par Value Cost Value ---------- ---------- ---------- Common Stock: * Allergan, Inc. 38,497 $ 883,107 $1,371,460 ======= ========== ========== Common/Collective Trusts: LaSalle National Trust annual effective returns varying from 6.29% to 6.49% in 1996 647,693 $ 647,693 $ 647,693 ======= ========== ========== Mutual Funds: American Balanced Fund 37,245 478,178 541,921 Investment Company of America Fund 33,471 656,182 810,995 New Perspective Fund 2,103 35,622 38,204 Twentieth Century Ultra Fund 2,273 61,539 63,849 ------- ---------- ---------- Total Mutual Funds 75,092 $1,231,521 $1,454,969 ======= ========== ========== Participant Loans interest rates varying from 9.25% to 10.0% in 1996, latest maturity 6/1/06 375,042 $ 375,042 $ 375,042 ======= ========== ========== Temporary Investments and Deposits: * Mellon Bank EB Temporary Investment Fund, annual effective rate 5.4% 24,110 $ 24,110 $ 24,110 ======= ========== ========== * Party in interest See accompanying independent auditors' report. 15 40 Schedule 2 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Item 27d - Schedule of Reportable Transactions Year Ended December 31, 1996 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 $ 73,094 -- $ 73,094 $ 73,094 $ 0 Mellon Bank N.A. EB Temporary Investment Fund -- $273,700 273,700 273,700 0 Not Applicable LaSalle National Trust Income Plus Fund 772,415 -- 772,415 772,415 0 Not Applicable LaSalle National Trust Income Plus Fund -- 160,257 160,257 160,257 0 Various JP Morgan Interest Income Fund -- 91,716 91,527 91,716 189 Various Twentieth Century Ultra Fund 60,083 -- 60,083 60,083 0 Various Twentieth Century Ultra Fund -- 13,573 12,833 13,573 740 Various American Balanced Fund 238,990 -- 238,990 238,990 0 Various American Balanced Fund -- 72,606 63,443 72,606 9,163 41 Schedule 2 ALLERGAN, INC. Puerto Rico Savings and Investment Plan Item 27d - Schedule of Reportable Transactions (continued) Year Ended December 31, 1996 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 $ 23,990 -- 23,990 23,990 0 Various New Perspective Fund -- $ 3,439 3,193 3,439 246 Various Investment Company of America Fund 284,279 -- 284,279 284,279 0 Various Investment Company of America Fund -- 96,581 78,859 96,581 17,722 Various Allergan, Inc. Common Stock 223,364 -- 223,364 223,364 0 Various Allergan, Inc. Common Stock -- 60,183 34,643 60,183 25,540 See accompanying independent auditors' report.