UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 2000
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
Commission file number 000-12477
RETIREMENT AND SAVINGS PLAN FOR AMGEN PUERTO RICO, INC.
State Road 31, Kilometer 24.6, Juncos, Puerto Rico 00777
(Full title and address of the plan)
AMGEN INC.
(Name of issuer of the securities held)
One Amgen Center Drive, Thousand Oaks, California 91320-1799
(Address of principal executive offices) (Zip Code)
The Retirement and Savings Plan for
Amgen Puerto Rico, Inc.
Financial Statements and
Supplemental Schedule
Years ended December 31, 2000 and 1999
Contents
Report of Independent Auditors................................................ 1
Audited Financial Statements
Statements of Net Assets Available for Benefits............................... 2
Statements of Changes in Net Assets Available for Benefits.................... 3
Notes to Financial Statements................................................. 4
Supplemental Schedule
Schedule of Assets (Held at End of Year)...................................... 8
Report of Independent Auditors
Amgen Puerto Rico, Inc., as Named Fiduciary,
and the Plan Participants of the Retirement
and Savings Plan for Amgen Puerto Rico, Inc.
We have audited the accompanying statements of net assets available for benefits
of The Retirement and Savings Plan for Amgen Puerto Rico, Inc. (the Plan) at
December 31, 2000 and 1999, and the related statements of changes in net assets
available for plan benefits for the years then ended. 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 auditing standards generally accepted
in the United States. 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 at
December 31, 2000 and 1999, and the changes in its net assets available for
benefits for the years then ended in conformity with accounting principles
generally accepted in the United States.
Our audits were performed for the purpose of expressing an opinion on the
financial statements taken as a whole. The accompanying supplemental schedule of
assets (held at end of year) as of December 31, 2000, is presented for 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. This supplemental schedule is the
responsibility of the Plan's management. This supplemental schedule has been
subjected to the auditing procedures applied in our audit of the 2000 financial
statements and, in our opinion, are fairly stated, in all material respects, in
relation to the 2000 financial statements taken as a whole.
/s/ Ernst & Young LLP
April 20, 2001
San Juan, Puerto Rico
Stamp No. 1692434
affixed to
original of
this report.
-1-
The Retirement and Savings Plan for Amgen Puerto Rico, Inc.
Statements of Net Assets Available for Benefits
December 31
2000 1999
-----------------------------
Assets
Investments at fair value $22,506,843 $21,429,514
Contributions receivable 99,401 74,680
-----------------------------
Net assets available for benefits $22,606,244 $21,504,194
=============================
See accompanying notes.
-2-
The Retirement and Savings Plan for Amgen Puerto Rico, Inc.
Statements of Changes in Net Assets Available for Benefits
Year ended December 31
2000 1999
------------------------------
Additions to net assets:
Employee contributions $ 1,354,522 $ 1,199,051
Employer contributions 1,069,713 1,167,733
Interest and dividend income 1,002,651 698,650
Realized/unrealized gain - 6,954,298
-----------------------------
Total additions 3,426,886 10,019,732
Deductions from net assets:
Benefits paid 764,867 522,588
Realized/unrealized loss 1,559,969 -
-----------------------------
Total deductions 2,324,836 522,588
-----------------------------
Net increase 1,102,050 9,497,144
Net assets available for benefits at beginning of year 21,504,194 12,007,050
-----------------------------
Net assets available for benefits at end of year $22,606,244 $21,504,194
=============================
See accompanying notes.
-3-
The Retirement and Savings Plan for Amgen Puerto Rico, Inc.
Notes to Financial Statements
December 31, 2000
1. Description of the Plan
The following description of The Retirement and Savings Plan for Amgen Puerto
Rico, Inc. (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 covering substantially all domestic
employees of Amgen Puerto Rico, Inc. (the Company). The Plan was established
effective May 1, 1992 and was amended and restated effective April 1, 1996. The
Plan is qualified under Section 1165(a) and (e) of the Puerto Rico Income Tax
Act of 1954, as amended (the Act), and is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA) and Section 401(a) and
(k) of the Internal Revenue Code of 1986, as amended (the Code).
Contributions
The Company makes contributions for all eligible employees, whether or not they
have elected to make contributions to the Plan, with a Core contribution equal
to 3% of each employee's eligible compensation each pay period. In addition, for
employees who make contributions to the Plan, the Company makes matching
contributions equal to 100% of the first 5% of the employee's eligible
compensation per pay period.
Participants may contribute up to 10% of their wages (a maximum of $8,000 for
2000 and 1999) to the Plan in accordance with the applicable income tax
regulations. Participants may also contribute amounts representing distributions
from other qualified defined benefit or defined contribution plans.
Participants select the funds in which their contributions are to be invested,
electing among various investment alternatives. Participants may elect for their
contributions to be invested in more than one fund; however, no more than 50% of
their total contributions may be invested in the Amgen Inc. Stock Fund.
Participants may change their investment options at any time.
Vesting
Participants are immediately vested with respect to their individual
contributions and earnings thereon. Participants become vested in their
allocated Company matching contributions and related earnings at a rate of 25%
per year for each of their first four years of service completed. The Company's
Core contributions and related earnings become 100% vested upon completion of
five years of service, with no partial vesting. Generally, employees must work a
minimum of 1,000 hours within a Plan year to receive vesting for that year of
service. Company contributions become fully vested upon attainment of normal
retirement age, disability or death.
-4-
The Retirement and Savings Plan for Amgen Puerto Rico, Inc.
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Participant Accounts
Each participant's account is credited with the participant's contribution and
an allocation of (a) Company contributions and (b) Plan earnings. The benefit to
which a participant is entitled is the vested portion of the participant's
account. Forfeited balances of terminated participants' nonvested accounts are
used to reduce future Company contributions.
Payment of Benefits
Upon termination of service due to death, disability (as defined by the Plan) or
retirement, a participant may elect to receive an amount equal to the value of
the participant's vested account balance in either a lump-sum payment in cash
and/or shares of Amgen Inc. common stock. The number of shares of Amgen Inc.
common stock to be paid is based on quoted market value of such stock on the
date the Plan is valued following employee notification.
Certain restrictions apply to withdrawals of amounts from the Plan while a
participant continues to be employed by the Company.
Participant Loans
Loans can be made to a participant generally up to 50% of the participant's
vested account balance. The loans bear interest at average borrowing rates of
certain major banks (ranging from 6.80% to 9.45%) and are generally payable in
installments over periods ranging from one to five years. Principal and interest
payments are allocated to the participant's account.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right
under the Plan to terminate the Plan subject to the provisions of ERISA. In the
event of termination, participants will become 100% vested in their accounts.
Trustee
Banco Santander is the trustee of the Plan.
2. Summary of Significant Accounting Policies
Basis of Accounting
The financial statements have been prepared on the accrual basis of accounting.
-5-
The Retirement and Savings Plan for Amgen Puerto Rico, Inc.
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
Reclassifications
Certain amounts in the 1999 financial statements have been reclassified to
conform to the 2000 presentation.
Investment Income
Dividend income is recognized on the ex-dividend date and interest income is
recorded on an accrual basis. Unrealized gains and losses on investments are
measured by the change in the difference between the fair value and cost of the
securities held at the beginning and end of the period. Realized gains and
losses from security transactions are recorded based on the weighted-average
cost of securities sold.
Investment Valuation
Investments in mutual funds and Amgen Inc. common stock are valued at current
market values determined through reference to public market information on the
last business day of the Plan year. Participant loans are valued at their
outstanding balances, which approximate fair value.
Use of Estimates
The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the amounts reported in the financial
statements and accompanying notes. Actual results could differ from those
estimates.
3. Investments
The fair value of individual investments that represent 5% or more of the Plan's
net assets is as follows:
December 31
2000 1999
-----------------------------
Amgen Inc. Stock Fund $11,229,275 $10,085,689
Fidelity Magellan Fund 3,021,450 2,826,356
Fidelity Spartan U.S. Equity Index 2,028,150 2,238,344
Fidelity OTC Portfolio 1,811,568 1,963,267
Fidelity Growth & Income Portfolio 1,160,008 1,219,038
-6-
The Retirement and Savings Plan for Amgen Puerto Rico, Inc.
Notes to Financial Statements (continued)
3. Investments (continued)
The Plan's investments (including gains and losses on investments bought and
sold, as well as held during the year) depreciated in value by $1,559,969 in
2000 and appreciated in value by $6,954,298 in 1999 as follows:
Year ended December 31
2000 1999
-------------------------------
Amgen Inc. Stock Fund $ 678,346 $5,496,131
Mutual funds (2,238,315) 1,458,167
-------------------------------
$(1,559,969) $6,954,298
===============================
4. Income Tax Status
In April 1996, the Company received a determination letter from the Puerto Rico
Treasury Department that the Plan meets the requirements for qualification under
the Puerto Rico Income Tax Act and the trust forming a part of the Plan is
exempt from income taxes. In April 2000, the Company received a determination
letter from the Internal Revenue Service stating that the Plan is qualified, in
form, under Section 401(a) of the Code and, therefore, the related trust is
exempt from taxation. Once qualified, the Plan is required to operate in
conformity with the Act and the Code to maintain its qualification. The Company
believes the Plan is being operated in compliance with the applicable
requirements of the Act and the Code and, therefore, believes that the Plan is
qualified and the related trust is exempt. Subsequent amendments have been
structured to, and are intended to, maintain the Plan's tax qualified status.
5. Services Provided by the Company
The Company provides certain administrative and recordkeeping services for the
Plan at no cost to the Plan participants. In addition, the Company has paid the
trustee fees and other related costs on behalf of the Plan.
-7-
Supplemental Schedule
The Retirement and Savings Plan for Amgen Puerto Rico, Inc.
EIN: 77-0259777
Plan: 35322
Schedule H, line 4i - Schedule of Assets (Held at End of Year)
December 31, 2000
Description of Current
Identity of Issue Investment Value
- ------------------------------------------------------------------------------------------------------------
Amgen Inc.* Common stock 174,058 shares $11,229,275
Fidelity Magellan Fund Mutual fund 25,326 shares 3,021,450
Fidelity Growth & Income Portfolio Mutual fund 27,554 shares 1,160,008
Fidelity Retirement Money Market Portfolio Money market portfolio 251,158
Fidelity Overseas Fund Mutual fund 17,193 shares 590,935
Fidelity Spartan U.S. Equity Index Mutual fund 43,327 shares 2,028,150
Fidelity Short-Term Bond Mutual fund 72,408 shares 624,158
Fidelity OTC Portfolio Mutual fund 44,131 shares 1,811,568
Fidelity Asset Manager Mutual fund 7,280 shares 122,446
Fidelity Asset Manager: Growth Mutual fund 23,602 shares 375,501
Fidelity Asset Manager: Income Mutual fund 13,290 shares 155,897
Fidelity U.S. Bond Index Portfolio Mutual fund 7,703 shares 81,584
Fidelity Contrafund Mutual fund 7,685 shares 377,864
Participant loans* Interest rates from 6.8% to 9.45% 676,849
-----------
$22,506,843
===========
*Party-in-interest
-8-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.
Retirement and Savings Plan
for Amgen Puerto Rico, Inc.
(Name of Plan)
Date: 6/20/01 By: /s/ Kathryn E. Falberg
------------------ ---------------------------
Kathryn E. Falberg
Chief Financial Officer,
Amgen Puerto Rico, Inc.
The Retirement and Savings Plan for Amgen Puerto Rico, Inc.
Index to Exhibit
Consent of Ernst & Young LLP, Independent Auditors Exhibit 1