SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 11-K/A NO. 1
ANNUAL REPORT
PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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(Mark One):
|X| ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996].
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001
|_| 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 NUMBER: 1-4188
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
NEWELL RUBBERMAID 401(k) SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
NEWELL RUBBERMAID INC.
29 EAST STEPHENSON STREET
NEWELL CENTER
FREEPORT, ILLINOIS 61032
REQUIRED INFORMATION
FINANCIAL STATEMENTS. The following financial statements and schedules are filed
as part of this annual report and appear immediately after the signature page
hereof:
1. Report of Independent Auditors
2. Report of Independent Public Accountants
3. Statements of Net Assets Available for Plan Benefits
4. Statement of Changes in Net Assets Available for Plan Benefits
5. Notes to Financial Statements
6. Supplemental Schedule
EXHIBITS. The following exhibits are filed as a part of this annual report:
Exhibit 23.1 Consent of Ernst & Young LLP
Exhibit 23.2 Notice Regarding Consent of Arthur Andersen LLP
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the Plan has duly caused this annual report to be signed on
its behalf by the undersigned hereunto duly authorized.
NEWELL RUBBERMAID 401(k) SAVINGS PLAN
Date: July 15, 2002 /s/ Tom Nohl
------------------------------
Tom Nohl, Member,
Plan Administrative Committee
-2-
THIS IS A COPY OF THE AUDIT REPORT PREVIOUSLY ISSUED BY ARTHUR ANDERSEN LLP IN
CONNECTION WITH THE PLAN'S FILING ON FORM 11-K FOR THE YEAR ENDED DECEMBER 31,
2000. THIS AUDIT REPORT HAS NOT BEEN REISSUED BY ARTHUR ANDERSEN IN CONNECTION
WITH THIS FILING ON FORM 11-K/A. SEE EXHIBIT 23.2 FOR FURTHER DISCUSSION.
ARTHUR ANDERSEN
Report of Independent Public Accountants
To the Administrative Committee of the Newell
Rubbermaid 401(k) Savings Plan:
We have audited the accompanying statements of net assets available for plan
benefits of the Newell Rubbermaid 401(k) Savings Plan (the "Plan," formerly the
Newell Long-Term Savings and Investment Plan) as of December 31, 2000 and 1999,
and the related statement of changes in net assets available for plan benefits
for the year ended December 31, 2000. These financial statements and the
supplemental schedule referred to below are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements and schedule 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 and supplemental schedule referred to
above present fairly, in all material respects, the net assets available for
plan benefits as of December 31, 2000 and 1999, and the changes in its net
assets available for plan benefits for the year ended December 31, 2000, in
conformity with accounting principles generally accepted in the United States.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule, as listed in
the accompanying table of contents, is presented for purposes of additional
analysis and is not a required part of the basic financial statements, but is
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, as amended. The supplemental schedule has been subjected
to the auditing procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
/s/ Arthur Andersen LLP
ARTHUR ANDERSEN LLP
Milwaukee, Wisconsin
June 22, 2001
Financial Statements and Supplemental Schedule
Newell Rubbermaid 401(k) Savings Plan
December 31, 2001 and 2000 and year ended December 31, 2001 with Report of
Independent Auditors
Newell Rubbermaid 401(k) Savings Plan
Financial Statements and Supplemental Schedule
December 31, 2001 and 2000 and year ended December 31, 2001
CONTENTS
Report of Independent Auditors...............................................1
Financial Statements
Statements of Net Assets Available for Benefits..............................2
Statement of Changes in Net Assets Available for Benefits....................3
Notes to Financial Statements................................................4
Supplemental Schedule
Schedule H, Line 4i--Schedule of Assets (Held at End of Year)...............11
Report of Independent Auditors
To the Plan Administrator of the Newell Rubbermaid 401(k) Savings Plan:
We have audited the accompanying statement of net assets available for benefits
of the Newell Rubbermaid 401(k) Savings Plan as of December 31, 2001, and the
related statement of changes in net assets available for benefits for the year
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 audit.
We conducted our audit 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 audit provides 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, 2001, and the changes in its net assets available for benefits for
the year then ended, in conformity with accounting principles generally accepted
in the United States.
Our audit was performed for the purpose of forming 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, 2001, is presented for the purpose of
additional analysis and is not a required part of the financial statements, but
is 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. The supplemental schedule has been subjected to the auditing
procedures applied in our audit of the financial statements and, in our opinion,
is fairly stated in all material respects in relation to the financial
statements taken as a whole.
Chicago, Illinois
June 14, 2002
Newell Rubbermaid 401(k) Savings Plan
Statements of Net Assets Available for Benefits
DECEMBER 31
2001 2000
-----------------------------------------
ASSETS
Investments $435,940,421 $483,409,242
Interest in Newell Rubbermaid Master Trust 166,563,764 159,214,388
Employer contribution receivable 7,775,822 8,103,169
-----------------------------------------
Net assets available for benefits $610,280,007 $650,726,799
=========================================
See accompanying notes.
2
Newell Rubbermaid 401(k) Savings Plan
Statement of Changes in Net Assets Available for Benefits
Year ended December 31, 2001
ADDITIONS
Investment income:
Interest and dividends $ 10,367,488
Net investment income from Newell Rubbermaid Master Trust 9,519,935
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19,887,423
Contributions:
Employee 43,813,099
Employer 21,675,797
Rollover 1,762,376
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67,251,272
Transfer of assets from other plans 242,315
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Total additions 87,381,010
DEDUCTIONS
Net realized and unrealized depreciation in fair value of investments 48,323,025
Benefits paid to participants 79,176,924
Administrative expenses 327,853
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Total deductions 127,827,802
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Net decrease (40,446,792)
Net assets available for benefits - Beginning of year 650,726,799
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Net assets available for benefits - End of year $ 610,280,007
=============
See accompanying notes.
3
Newell Rubbermaid 401(k) Savings Plan
Notes to Financial Statements
Year ended December 31, 2001
1. DESCRIPTION OF THE PLAN
The following description of the Newell Rubbermaid 401(k) Savings Plan (the
Plan) provides only general information. Participants should refer to the
Summary Plan Description for a more complete description of the Plan's
provisions.
GENERAL
Certain employees of Newell Rubbermaid, Inc. and subsidiaries (the Company) are
eligible to participate in the Plan. Full-time employees, as defined, are
eligible to participate in the Plan upon date of hire. Other employees are
eligible to participate after completing one year of service, as defined. The
Plan is administered by the Administrative Committee, which is appointed by the
board of directors of the Company. UMB Bank, N.A. (UMB) became the trustee of
the Plan on October 1, 2000. UMB has appointed American Century Services
Corporation as the recordkeeper of the Plan and agent for UMB. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of
1974, as amended (ERISA).
CONTRIBUTIONS
Participants may elect to contribute up to 15% of pretax earnings, as defined by
the Plan. The Company contributes a matching contribution for participants in an
amount equal to 50% of the first 6% of compensation contributed by the
participant. Participants are eligible for matching contributions after one year
of service. Certain participants in the Plan are eligible for an annual profit
sharing contribution. Generally, participants must be employed on the last day
of the Plan year to receive an allocation of the profit sharing contribution. In
2001 and 2000, the Company made a profit sharing contribution to the Plan equal
to 6% of eligible participants' eligible compensation.
PARTICIPANT ACCOUNTS
Separate accounts are maintained for each participant. Each participant's
account is credited with the participant's contributions and Company matching
contributions, and an allocation of: (a) the Company's profit sharing
contribution, if applicable, and (b) Plan earnings, and is charged with an
allocation of administrative expenses. Allocations are based on participant
earnings or account balances, as defined. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's vested
account.
4
Newell Rubbermaid 401(k) Savings Plan
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
VESTING
Participants are immediately vested in their contributions, plus actual earnings
thereon. Prior to October 1, 2000, vesting in Company matching contributions
occurred ratably over a five-year period. On October 1, 2000, all existing
participants became fully vested in Company matching contributions. Employees
enrolling in the Plan subsequent to October 1, 2000, are immediately vested in
Company matching contributions. Profit sharing contributions vest over a
seven-year period. Forfeitures are used to pay Plan expenses and reduce Company
matching or profit sharing contributions. Forfeitures available for future use
were $2,198,845 and $2,113,264 at December 31, 2001 and 2000, respectively.
PARTICIPANT LOANS
Participants may borrow from their 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
terms range from one to ten years. The loans are secured by the balance in the
participant's account and bear interest at a rate based on prevailing market
conditions. Interest rates on loans outstanding at December 31, 2001, ranged
from 5.0% to 11.6%. Principal and interest is paid ratably through monthly
payroll deductions.
PAYMENT OF BENEFITS
On termination of service, a participant may receive a lump-sum amount equal to
the vested value of his or her account, or upon death, disability, or
retirement, elect to receive periodic installment payments.
INVESTMENT OPTIONS
All investments are participant-directed. Participants may direct contributions
to the Plan to one or more of the Plan's investment funds. In addition to the
investment funds offered by the Plan, participants may invest in a self-directed
brokerage account. Participants may change their investment options or
reallocate investment balances on a daily basis.
5
Newell Rubbermaid 401(k) Savings Plan
Notes to Financial Statements (continued)
2. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The accompanying financial statements have been prepared on the accrual basis of
accounting.
INVESTMENT VALUATION AND INCOME RECOGNITION
Except for investment contracts, which are stated at contract value, the Plan's
investments are stated at fair value, which equals the quoted market price on
the last business day of the Plan year. Participant loans are valued at their
outstanding balances, which approximate fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
PAYMENT OF BENEFITS
Benefits are recorded when paid.
ADMINISTRATIVE EXPENSES
All normal costs and expenses of administering the Plan and trust are paid by
Plan participants. Any cost resulting from a participant obtaining a loan or
requesting a distribution or in-service withdrawal may be borne by such
participant or charged to the participant's individual account.
USE OF ESTIMATES
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect amounts reported in the financial statements and
accompanying notes. Actual results could differ from these estimates.
6
Newell Rubbermaid 401(k) Savings Plan
Notes to Financial Statements (continued)
3. INVESTMENTS
The fair market value of individual assets that represent 5% or more of the
Plan's net assets as of December 31 are as follows:
2001 2000
------------------------------
Newell Rubbermaid Inc. common stock $102,929,569 $ 93,568,868
Janus Fund 78,490,468 103,148,792
American Century Equity Index Fund 56,136,110 69,812,184
Franklin Templeton Small Cap Growth Fund 49,983,932 57,990,882
J.P. Morgan Institutional Diversified Fund 41,749,182 48,010,481
American Century Income and Growth Fund 31,038,953 33,716,062
American Century International Growth Fund * 36,568,167
*Below 5% threshold
4. MASTER TRUST FINANCIAL INFORMATION
On October 1, 2000, the Rubbermaid Retirement Plan merged with the Plan and
transferred plan assets of $187,022,012 from the Rubbermaid Retirement Master
Trust to the trustee of the Plan, American Century Services Corporation, and
assets of $132,211,951 remained in the Rubbermaid Master Trust and became assets
of the Plan. The Plan transferred additional assets of $40,544,433 to the
Rubbermaid Master Trust. Effective October 1, 2000, the Rubbermaid Master Trust
was renamed the Newell Rubbermaid Master Trust (the Master Trust). Fidelity
Management Trust Company serves as the trustee for the assets of the Master
Trust.
Each participating plan has an undivided interest in the net assets of the
Master Trust. At December 31, 2001 and 2000, the Plan's interest in the net
assets of the Master Trust was 63.5% and 59.8%, respectively. Investment income
and expenses are allocated among participating plans based upon the value of the
participant accounts attributed to each plan.
7
Newell Rubbermaid 401(k) Savings Plan
Notes to Financial Statements (continued)
4. MASTER TRUST FINANCIAL INFORMATION (CONTINUED)
The Master Trust investments at December 31 are as follows:
2001 2000
----------------- --------------------
Investments at fair value:
Newell Rubbermaid Inc. common stock $ 919,239 $ 2,041,585
Mutual funds 50,895,181 64,348,921
Loans to participants 1,065,192 1,117,273
Short-term investment fund 58,398 -
----------------- --------------------
52,938,010 67,507,779
Investments at contract value:
Stable Value Fund 209,519,597 198,828,621
----------------- --------------------
$262,457,607 $266,336,400
================= ====================
Investment income for the Master Trust for the year ended December 31, 2001, is
as follows:
Interest and dividends $12,707,768
Net realized and unrealized appreciation (depreciation) in the fair value of
investments determined by quote market price:
Newell Rubbermaid Inc. common stock 340,012
Mutual funds (10,190,149)
------------
$ 2,857,631
============
5. STABLE VALUE FUND
The Master Trust holds an investment in a Stable Value Fund, which invests
primarily in guaranteed investment contracts and synthetic guaranteed investment
contracts. The fund also includes a short-term interest fund in the amount of
$6,990,464 at December 31, 2001. The fund is included in the financial
statements at contract value as reported by the respective insurance companies.
The crediting interest rate for the fund was 5.75% and 6.20% as of December 31,
2001 and 2000, respectively. The fund's blended rate of return for the year was
5.86% in 2001.
8
Newell Rubbermaid 401(k) Savings Plan
Notes to Financial Statements (continued)
5. STABLE VALUE FUND (CONTINUED)
The crediting rates are reset periodically and are based on the market value of
the underlying portfolio of assets backing these contracts. Inputs used to
determine the crediting rate include each contract's portfolio market value,
current yield-to-maturity, duration (i.e., weighted average life), and market
value relative to contract value. All contracts have a guaranteed rate of 0% or
higher.
The contract values and fair values of investment contracts included in the
Stable Value Fund as of December 31, 2001 and 2000 are as follows:
CONTRACT VALUE FAIR VALUE
2001 2000 2001 2000
--------------------------------- ---------------------------------
Guaranteed Investment Contracts $ 57,375,436 $ 85,483,538 $ 59,135,791 $ 86,105,194
Synthetic Guaranteed Investment
Contracts 145,153,697 72,587,726 149,107,629 73,376,131
--------------------------------- ---------------------------------
$202,529,133 $158,071,264 $208,243,420 $159,481,325
================================= =================================
Included in the fair value of synthetic guaranteed investment contracts as of
December 31, 2001 and 2000 are $17,759,647 and $0, respectively, related to
wrapper contracts, which guarantee the contract value of the synthetic
guaranteed investment contracts for participant-initiated withdrawal events.
6. RELATED PARTY TRANSACTIONS
All expenses related to the trustee and recordkeeping in connection with the
operation of the Plan are paid by the Plan. All other costs are paid out of Plan
assets, except to the extent the Administrative Committee elects to have such
expenses paid directly by the Company.
As of December 31, 2001 and 2000, the Plan owned 3,739,213 and 4,112,901 shares
of Newell Rubbermaid Inc. common stock, respectively.
9
Newell Rubbermaid 401(k) Savings Plan
Notes to Financial Statements (continued)
7. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan, subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100% vested in their accounts.
8. TAX STATUS
The Plan has received a determination letter from the IRS dated February 22,
1996, stating that the Plan is qualified under Section 401(a) of the Internal
Revenue Code (IRC) and, therefore, the related trust is exempt from taxation.
Subsequent to the issuance of the determination letter, the Plan was amended and
restated. Once qualified, the Plan is required to operate in conformity with the
IRC to maintain its qualification. The plan administrator believes the Plan is
being operated in compliance with the applicable requirements of the IRC and,
therefore, believes the Plan, as amended, is qualified and the related trust is
tax exempt.
9. PLAN MERGERS
During 2001, two plans covering five employees at the Company's Panodia and
Koh-I-Nor division were merged into the Plan. The assets of these plans totaled
$242,315.
10
Supplemental Schedule
EIN 36-1953139
Plan No. 012
Newell Rubbermaid 401(k) Savings Plan
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2001
IDENTITY OF ISSUE CURRENT VALUE
----------------------------------------------------------------------
PIMCO Total Return Fund $ 24,230,612
J.P. Morgan Diversified Fund* 41,749,183
American Century Income and Growth Fund* 31,038,953
American Century Equity Index Fund* 56,136,111
Janus Fund 78,490,469
Franklin Small Cap Growth A Fund 49,983,932
American Century International Growth Fund* 26,799,719
Newell Rubbermaid Common Stock* 102,929,569
Short-Term Investment Fund 44,272
American Century Self-Directed Brokerage Account 1,879,206
Participant Loans (interest rates of 5.0% to 11.6%) 22,658,395
----------------
$435,940,421
================
*Represents a party in interest to the Plan.
11
INDEX TO EXHIBITS
(23) CONSENTS OF EXPERTS AND COUNSEL
23.1 Consent of Ernst & Young LLP
23.2 Notice regarding Consent of Arthur Andersen LLP