UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
---------------------
FORM 11-K
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, 2003
[ ] 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:
RUBBERMAID RETIREMENT PLAN FOR COLLECTIVELY BARGAINED ASSOCIATES
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
NEWELL RUBBERMAID INC.
10B GLENDALE PARKWAY
SUITE 600
ATLANTA, GA 30328
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 Registered Public Accounting Firm
2. Statement of Assets Available for Benefits
3. Statement of Changes in Assets Available for Benefits
4. Notes to Financial Statements
5. Supplemental Schedule
Exhibits. The following exhibits are filed as a part of this annual report:
Exhibit 23.1 Consent of Ernst & Young 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.
RUBBERMAID RETIREMENT PLAN
FOR COLLECTIVELY BARGAINED
ASSOCIATES
Date: June 25, 2004 /s/ Tom Nohl
----------------------------
Tom Nohl, Member,
Plan Administrative Committee
2
Financial Statements and Supplemental Schedule
Rubbermaid Retirement Plan for
Collectively Bargained Associates
December 31, 2003 and 2002 and year ended December 31, 2003
with Report of Independent Registered Public Accounting Firm
Rubbermaid Retirement Plan for
Collectively Bargained Associates
Financial Statements and Supplemental Schedule
December 31, 2003 and 2002 and year ended December 31, 2003
CONTENTS
Report of Independent Registered Public Accounting Firm................................................. 1
Financial Statements
Statements of Assets Available for Benefits............................................................. 2
Statement of Changes in Assets Available for Benefits................................................... 3
Notes to Financial Statements........................................................................... 4
Supplemental Schedule
Schedule H, Line 4i - Schedule of Assets (Held at End of Year).......................................... 10
Report of Independent Registered Public Accounting Firm
To the Plan Administrator of
Rubbermaid Retirement Plan for
Collectively Bargained Associates
We have audited the accompanying statements of assets available for benefits of
the Rubbermaid Retirement Plan for Collectively Bargained Associates as of
December 31, 2003 and 2002, and the related statement of changes in assets
available for benefits for the year ended December 31, 2003. 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 the standards of the Public Company
Accounting Oversight Board (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 assets available for benefits of the Plan at December
31, 2003 and 2002, and the changes in its assets available for benefits for the
year ended December 31, 2003, in conformity with U.S. generally accepted
accounting principles.
Our audits were 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, 2003, 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 audits 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.
Ernst & Young, LLP
Chicago, Illinois
May 21, 2004
1
Rubbermaid Retirement Plan for
Collectively Bargained Associates
Statements of Assets Available for Benefits
DECEMBER 31
2003 2002
---- ----
ASSETS
Interest in Newell Rubbermaid Master Trust $49,972,578 $47,515,719
Investments 42,210,076 35,156,516
Contributions receivable:
Employer 1,975,065 2,770,258
Participant 187,863 332,216
----------- -----------
Total receivables 2,162,928 3,102,474
----------- -----------
Assets available for benefits $94,345,582 $85,774,709
=========== ===========
See accompanying notes.
2
Rubbermaid Retirement Plan for
Collectively Bargained Associates
Statement of Changes in Assets Available for Benefits
Year ended December 31, 2003
ADDITIONS
Investment income:
Net investment income from Newell Rubbermaid Master Trust $ 2,155,739
Interest and dividends 602,561
Net appreciation in fair value of investments 8,038,927
Contributions:
Employer 1,975,065
Participant 187,863
------------
Total additions 12,960,155
DEDUCTIONS
Benefits paid to participants 4,312,780
Administrative expenses 76,502
------------
Total deductions 4,389,282
------------
Net increase 8,570,873
Assets available for benefits - Beginning of year 85,774,709
------------
Assets available for benefits - End of year $ 94,345,582
============
See accompanying notes.
3
Rubbermaid Retirement Plan for
Collectively Bargained Associates
Notes to Financial Statements
Year ended December 31, 2003
1. DESCRIPTION OF THE PLAN
The following description of the Rubbermaid Retirement Plan for Collectively
Bargained Associates (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
The Plan is a defined-contribution, profit-sharing plan covering collectively
bargained associates of the United Steelworkers of America, Rubber/Plastic
Industry Conference Local 302, located at the Wooster, Ohio, facility of Newell
Rubbermaid, Inc. (the Company). Participation in the Plan begins upon completion
of one year of eligibility service, which is defined as 1,000 hours of service
with the Company within a 12-month period. The Plan is subject to the provisions
of the Employee Retirement Income Security Act of 1974, as amended (ERISA).
CONTRIBUTIONS
Annual contribution rates are defined by the Plan. During 2003 and 2002, the
Company contributed to the Plan an amount equal to 10% and 14%, respectively, of
the eligible compensation earned by the Plan's participants. A participant must
be employed by the Company at the end of the Plan year or complete at least
1,000 hours during the Plan year in order to be eligible to receive a Company
contribution, subject to limited exceptions.
Eligible employees may elect to receive 25% of the Company contribution as a
cash bonus payment or have that amount, up to the maximum amount permitted by
the Internal Revenue Service (IRS), contributed to the Plan as a salary deferral
contribution.
PARTICIPANT ACCOUNTS
Separate accounts are maintained for each participant. Each participant's
account is credited with the participant's contributions and an allocation of:
(a) the Company's contribution, 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
Rubbermaid Retirement Plan for
Collectively Bargained Associates
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
VESTING
Participants are immediately vested in their salary deferral contributions, plus
actual earnings thereon. Vesting in the Company contribution portion of their
accounts is based upon a seven-year graduated vesting schedule. A participant
becomes 100% vested after completing seven years of service. Upon death,
disability, or attainment of age 65, participants become 100% vested regardless
of years of service. Forfeited balances of terminated participants' nonvested
accounts are reallocated among the accounts of eligible participants.
Forfeitures of $57,242 and $102,379 were unallocated at December 31, 2003 and
2002, 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 five 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, 2003, ranged
from 5% to 10.5%. Principal and interest are paid ratably through monthly
payroll deductions.
PAYMENT OF BENEFITS
A participant is eligible to receive a distribution upon termination of
employment, death, disability, or retirement. The form of payment may be a
lump-sum cash payment, periodic payments in such amounts as elected by the
participant, or a combination thereof. Benefits are recorded when paid.
INVESTMENT OPTIONS
All investments are participant-directed. Participants may elect direct
contributions to the Plan to one or more of the Plan's investment funds.
Participants may change their investment options or reallocate their investment
balances on a daily basis.
5
Rubbermaid Retirement Plan for
Collectively Bargained Associates
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 valued at contract value, the Plan's
investments are stated at fair value, which for mutual funds and common stock
equals the quoted market price on the last business day of the Plan year. The
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.
ADMINISTRATIVE EXPENSES
All normal costs and expenses of administering the Plan and trust are paid by
the Plan's 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 U.S. generally
accepted accounting principles requires management to make estimates and
assumptions that affect amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
RECLASSIFICATION
Certain amounts in the 2002 financial statements have been reclassified to
conform with the 2003 presentation.
6
Rubbermaid Retirement Plan for
Collectively Bargained Associates
Notes to Financial Statements (continued)
3. INVESTMENTS
During 2003, the Plan's investments (including investments purchased, sold as
well as held during the year) appreciated in fair value as determined by quoted
market prices as follows:
NET REALIZED AND
UNREALIZED
APPRECIATION IN FAIR
VALUE OF INVESTMENTS
--------------------
Common stock $ 271,387
Mutual funds 7,767,540
-----------
$ 8,038,927
===========
Investments that represent 5% or more of fair value of the Plan's net assets are
as follows:
DECEMBER 31
2003 2002
---- ----
Spartan US Equity Index Fund $16,459,080 $13,625,139
Fidelity Magellan Fund 6,480,621 5,729,057
4. MASTER TRUST FINANCIAL INFORMATION
Certain of the Plan's investments are held in the Newell Rubbermaid Master Trust
(Master Trust) along with the investments of another Company-sponsored plan, the
Newell Rubbermaid 401(k) Savings Plan.
The Master Trust consists of the 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 $5,219,537
and $10,622,209 at December 31, 2003 and 2002, respectively. The fund is
included in the financial statements at contract value as reported by the
respective insurance companies. Contract value represents contributions made,
plus earnings, less participant withdrawals and administrative expenses.
7
Rubbermaid Retirement Plan for
Collectively Bargained Associates
Notes to Financial Statements (continued)
4. MASTER TRUST FINANCIAL INFORMATION (CONTINUED)
The blended crediting interest rate for the fund was 4.02% and 4.97% as of
December 31, 2003 and 2002, respectively. The fund's blended rate of return for
the 2003 year was 4.43%.
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.
Fidelity Management Trust Company serves as trustee for the assets of the Master
Trust.
Each participating plan has an undivided interest in the Master Trust. At
December 31, 2003 and 2002, the Plan's interest in the net assets of the Master
Trust was approximately 21.1% and 31.4%, respectively. Investment income and
expenses are allocated among the participating plans based upon the value of the
participant accounts attributed to each plan.
The Master Trust investments at December 31 are as follows:
2003 2002
---- ----
Investments at contract value:
Stable Value Fund $236,357,098 $224,911,951
Investment income for the Master Trust for the year ended December 31, 2003, is
as follows:
Interest and dividends $10,420,651
The contract values and fair values of investment contracts included in the
Stable Value Fund as of December 31, 2003 and 2002, are as follows:
CONTRACT VALUE FAIR VALUE
2003 2002 2003 2002
---- ---- ---- ----
Guaranteed investment
contracts $ 9,284,462 $ 65,335,005 $ 9,882,826 $ 65,335,005
Synthetic guaranteed
investment contracts 221,853,099 148,954,737 229,869,690 139,486,885
-------------- ------------- -------------- -------------
$ 231,137,561 $ 214,289,742 $ 239,752,516 $ 204,821,890
============== ============= ============== =============
8
Rubbermaid Retirement Plan for
Collectively Bargained Associates
Notes to Financial Statements (continued)
4. MASTER TRUST FINANCIAL INFORMATION (CONTINUED)
Included in the fair value of synthetic guaranteed investment contracts as of
December 31, 2003 and 2002, are wrapper contracts with an estimated fair value
of $8,016,591 and $(9,467,852), respectively. The wrappers guarantee the
contract value of the synthetic guaranteed investment contracts for
participant-initiated withdrawal events.
5. 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 the
Plan's assets, except to the extent the Administrative Committee elects to have
such expenses paid directly by the Company.
6. 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 the collective bargaining agreement and ERISA.
In the event of Plan termination, participants will become 100% vested in their
accounts.
7. INCOME TAX STATUS
The Plan has received a determination letter from the IRS dated February 5,
2003, stating that the Plan is qualified under Section 401(a) of the Internal
Revenue Code (the Code) and, therefore, the related trust is exempt from
taxation. Subsequent to the issuance of the determination letter, the Plan was
amended. Once qualified, the Plan is required to operate in conformity with the
Code to maintain its qualification. The plan administrator believes the Plan is
being operated in compliance with the application requirements of the Code and,
therefore, believes the Plan, as amended, is qualified and the related trust is
tax-exempt.
8. RISKS AND UNCERTAINTIES
The Plan invests in various investment securities. Investment securities are
exposed to various risks such as interest rate, market, and credit risks. Due to
the level of risk associated with certain investment securities, it is at least
reasonably possible that changes in the values of investment securities will
occur in the near term and that such changes could materially affect
participants' account balances and the amounts reported in the statements of
assets available for benefits.
9
Supplemental Schedule
Rubbermaid Retirement Plan for
Collectively Bargained Associates
Schedule H, Line 4i - Schedule of Assets
(Held at End of Year)
December 31, 2003
Identity of Issue CURRENT VALUE
----------------- -------------
INVESCO Dynamics Fund - Investor Class $ 4,450,275
Newell Rubbermaid Inc. common stock* 1,144,197
Fidelity Puritan Fund* 2,180,713
Fidelity Magellan Fund* 6,480,621
Fidelity Contrafund* 3,883,386
Fidelity Equity - Income Fund* 935,597
Fidelity Diversified International Fund* 2,793,483
Fidelity Small Cap Independence Fund* 1,272,819
Spartan US Equity Index Fund 16,459,080
Fidelity US Bond Index Fund* 966,201
Participant loans (various maturities, interest rates from 5% to 10.5%) 1,643,704
-------------
$ 42,210,076
=============
*Party in interest.
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