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
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000
COMMISSION FILE NUMBER
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES
375 Park Avenue
New York, New York 10152
(Full title of the plan and the address of the plan)
Vivendi Universal, S.A.
42, avenue de Friedland
75380 Paris Cedex 08, France
(Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office)
2
2
REQUIRED INFORMATION
1. Not Applicable.
2. Not Applicable.
3. Not Applicable.
4 Polygram Holding, Inc. Deferred Savings and Investment Plan for
Employees (the "Polygram Plan") is subject to the requirements of the
Employee Retirement Income Security Act of 1974, as amended ("ERISA").
Attached hereto are the financial statements of the Polygram Plan for
the fiscal year ended December 31, 2000 prepared in accordance with the
financial reporting requirements of ERISA.
EXHIBITS
1. Financial statements of the Polygram Plan for the fiscal year ended
December 31, 2000 prepared in accordance with the financial reporting
requirements of ERISA.
2. Consent of Gutierrez & Co., independent accountants.
3
3
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 their behalf by the undersigned
hereunto duly authorized.
POLYGRAM HOLDING INC. DEFERRED SAVINGS AND
INVESTMENT PLAN FOR EMPLOYEES
By /s/ Andrew Loyst
----------------------------------
Andrew Loyst
Director - Global Benefits
Vivendi Universal, S.A.
Date: June 29, 2001
4
Exhibit 1
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
FINANCIAL STATEMENTS
DECEMBER 31, 2000 and 1999
5
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES
INDEX TO FINANCIAL STATEMENTS
Page
----
Independent Auditors' Report
Statement of Net Assets Available for Benefits 1
Statement of Changes in Net Assets Available for Benefits 2
Notes to Financial Statements 4-13
6
INDEPENDENT AUDITORS' REPORT
The Plan Administrator
PolyGram Holding, Inc.
Deferred Savings and Investment Plan for Employees
We have audited the accompanying statements of net assets available for
benefits of the PolyGram Holding, Inc. Deferred Savings and Investment Plan for
Employees (the "Plan") as of December 31, 2000 and 1999, and the related
statements of changes in net assets available for benefits for the years then
ended These financial 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 audits 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.
As discussed in Note 6 to the financial statements, the Plan incurred
losses on certain investments during 1996. The Company and the Pension
Committee, which administers the Plan, commenced a lawsuit during 1997 against
the former investment manager to recover all such losses.
In our opinion, the financial statements referred to above, of PolyGram
Holding, Inc. Deferred Savings and Investment Plan for Employees as of December
31, 2000 and 1999, and for the years then ended 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 net assets available for benefits for the years
then ended in conformity with generally accepted accounting principles.
Gutierrez & Co.
Flushing, New York
June 15, 2001
7
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31,
----------------------------
2000 1999
------------ ------------
NET ASSETS HELD IN TRUST BY BANK OF NEW YORK $ 62,490,191 $ 74,980,864
------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 62,490,191 $ 74,980,864
============ ============
The accompanying notes are an integral part of the financial statements.
1
8
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31,
-----------------------------
2000 1999
------------ -----------
CONTRIBUTIONS
Employee contributions $ 4,243,305 $ 6,601,796
Employer contributions 1,693,773 2,220,525
------------ -------------
Total Contributions 5,937,078 8,822,321
------------ -------------
INVESTMENT ACTIVITIES
Investment Income - Former Trustee
Money Market Fund 108,848
Intermediate Fixed Income Fund 391,134
Growth & Income Stock Fund 402,694
Balanced Mutual Fund 308,107
Aggressive Equity Fund 132
Participant Loans 88,801
------------ -------------
Total Investment Income 1,299,716
------------ -------------
Net appreciation in fair value of investments - Former Trustee
Intermediate Fixed Income Fund (298,666)
Growth & Income Stock Fund 1,572,031
Balanced Mutual Fund 744,760
Aggressive Equity Fund (104,423)
------------ -------------
Total Net Appreciation in Fair Value of Investments 1,913,702
------------ -------------
Increase in Plan Equity from Investment
Activities - Former Trustee 3,213,418
------------ -------------
Investment Income on assets held by Bank of New York
Net appreciation (depreciation) in fair value of investments (2,067,190) 294,178
Dividends and interest 1,908,808 115,784
PARTICIPANT WITHDRAWALS (16,403,015) (12,718,906)
------------ -------------
INCREASE (DECREASE) IN PLAN EQUITY (10,624,319) (273,205)
The accompanying notes are an integral part of the financial statements.
2
9
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
(Continued)
Year Ended December 31,
----------------------------
2000 1999
------------- ----------
INCREASE (DECREASE) IN PLAN EQUITY (10,624,319) (273,205)
TRANSFER OF PARTICIPANT BALANCES TO THE SEAGRAM 401(K) PLAN-
UNIVERSAL EMPLOYEES (1,866,354)
TRANSFER TO SUCCESSOR TRUSTEE FOR USA STUDIOS (1,988,390)
PLAN EQUITY AT BEGINNING OF YEAR 74,980,864 77,242,459
------------ -----------
PLAN EQUITY AT END OF YEAR $ 62,490,191 $74,980,864
============ ===========
The accompanying notes are an integral part of the financial statements.
3
10
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
PLAN FOR EMPLOYEES
Notes to Financial Statements
1. Description of the Plan
The following brief description of PolyGram Holding, Inc. Deferred
Savings and Investment Plan for Employees (the "Plan") is provided for
general information purposes only. Participants should refer to the
plan document for more complete information.
General
The Plan became effective January 1, 1987, and the Plan was amended
from time to time including amendments subsequent to December 31, 1998
as described in Note 7. It is a profit sharing, thrift-type defined
contribution plan with a 401(k) provision under which certain employees
of PolyGram Holding, Inc. (the "Company") may participate. Leased
employees, "freelance" employees or consultants are not eligible to
participate. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974, as amended (ERISA).
Eligibility
The Plan is a voluntary defined contribution plan. Under the terms of
the Plan, former employees of PolyGram Holding, Inc. who are employed
with UMG Recordings, Inc. or one of its affiliates, and who have one
year of service are eligible to participate in the Plan. Employees are
eligible to participate in the Plan beginning with the calendar month
following the completion of one year of service. Effective August 23,
1999, the one year of service eligibility requirement is no longer
applicable.
Contribution
Eligible employees may make a combination of pretax dollars and
after-tax dollars contributions, in whole percentage of annual
earnings, through payroll deductions. Participants may contribute up to
16% (17% after August 23,1999) of their annual earnings, subject to a
12% maximum in pre-tax contributions and 10% (17% after August 23,
1999) maximum in after-tax contributions. Highly compensated employees,
as defined by the Plan, are allowed to make Pre-Tax contributions
4
11
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
up to 12% (17% after August 23, 1999 with a limit of 12% of their
pre-tax account). On the first pretax contribution of 6% of a
participant's annual earnings, the Company will match fifty cents for
each dollar.
Participants may elect to have their contributions invested in a
variety of investment funds (see note 2). Investment elections in the
funds may be changed at the beginning of any calendar month and must be
made in increments of 5%. Effective August 23, 1999, changes in
investment elections or contribution rate changes can be made on a
daily basis in increments of 1%.
1. Description of the Plan (continued)
Participants are 100% vested in their pre-tax, after-tax and rollover
contributions. A participant's interest in the Company's matching
contribution will become vested according to the following schedule:
COMPLETED YEAR OF SERVICE PERCENTAGE VESTED
------------------------- -----------------
1 year 20%
2 years 40%
3 years 60%
4 years 80%
5 years or more 100%
In addition, nonvested employer matching contributions become 100%
vested upon Disability (as defined by the Plan), retirement or death.
Participants as of December 10, 1998 are fully vested in their benefits
accrued through December 31, 1998. Employer matching contributions
related to services performed by employees from January 1, 1999 forward
are subject to the vesting schedule set forth in the Plan. Effective
August 23, 1999, participants who attain age 60 while in service with
the Employer shall become 100% vested.
5
12
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
Forfeited balances of terminated participants' nonvested accounts are
used to reduce future Company contributions. For 2000 and 1999, the
total forfeited amounts were $78,979 and $35,692, respectively.
Loans
Participants may borrow from their vested account balance. The minimum
loan amount is $1,000 and the maximum is the lesser of $50,000 or 50%
of the participant's vested amount balance. Only one loan may be
outstanding at any one time. Effective August 23, 1999, the interest
rate charged on loans shall be set monthly for loans made during the
month. Repayments are made through payroll deductions over a period of
no more than 5 years although the term may be extended to 15 years if
the loan is for the purchase of the participant's primary residence.
Participant Distributions
The distribution to which a plan participant is entitled is provided by
the vested contributions and income thereon allocated to the
participants account. The election may be made upon retirement, death,
Disability or termination of employment. Distributions are in the form
of immediate or deferred cash lump sum or immediate or deferred
installments. Installments are available only
1. Description of the Plan (continued)
for participants who retire or who are disabled as defined by the Plan.
Normal retirement age is 65; however, a participant may work past his
normal retirement date and continue to participate in the Plan until
70-1/2. If a former participant is rehired and has not received a
distribution of his account balance, any forfeited amounts will be
reinstated. If the former participant has received a distribution, then
the distribution must be repaid within five years from the
participant's rehire date in order to restore the forfeiture amount.
There are also certain inservice withdrawals from the Plan.
2. Summary of Significant Accounting Policies
Basis of Accounting
Accounting records of the Plan are maintained on an accrual basis.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets, liabilities
and disclosures of contingent assets and liabilities at the date of the
6
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POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
financial statements and the reported amounts of additions and
deductions during the reporting period. Actual results could differ
from those estimates.
Risks and Uncertainties
The Plan provides for various investment options. Investment securities
are exposed to various risks such as interest rate, market and credit.
Due to the risk associated with investment securities and the
uncertainty related to changes in the value of such securities, it is
at least reasonably possible that changes in risks, in the near term
could materially affect participants' account balances and the amounts
reported in the statements of net assets available for plan benefits
and the statements of changes in net assets available for plan
benefits.
Investments
The Pension Committee, or its appointed investment advisor(s),
periodically reviews the investment results of current investment
options and evaluates new investments that may be suitable for the
Plan.
Market values of the investments held in the Trust are valued by
reference to published market quotations where a quoted market exists.
When no published market quotation exists, the values are determined by
the trustee. Purchases and sales of securities are reflected by the
Trustee on a
2. Summary of Significant Accounting Policies (continued)
trade-date basis. Unrealized appreciation and depreciation are
recognized on the last business day of the year and income from debt
securities is recognized as earned. Realized gains and losses are
determined on the basis of average cost of investments sold.
Until August 16, 1999, participants may allocate their investments in
the five investment funds as follows:
- Intermediate Fixed Income Fund invests in the PIMCO Low
Duration Fund with an objective to obtain maximum current
income consistent with preservation of capital and daily
liquidity by investing in a diversified portfolio of
securities of varying maturities.
- Growth & Income Stock Fund invests in the Vanguard Windsor II
mutual fund with an objective to provide long-term growth of
capital and income by investing primarily in common stocks.
The fund return attempts to mirror the Standard & Poor's
Composite Price Index.
- Balanced Mutual Fund invests in the Vanguard Wellington Fund
with an objective to provide conservative investors with a
prudent investment program. The fund invests in a combination
7
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POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
of common stocks and bonds. The fund return attempts to mirror
a combined index composed of the Standard & Poor's Composite
Stock Price Index and the Lehman Long-Term Corporate AA or
Better Bond Index.
- Money Market Fund invests in the Dreyfus Cash Management Class
A Mutual Fund with an objective to provide a high level of
current income with the preservation of capital and the
maintenance of liquidity. This is achieved by investing in
short-term money market obligations, including securities
issued by the U.S. Government, certificates of deposit and
other short-term obligations.
- Aggressive Equity Fund invests in the Stein Roe Capital
Opportunities Mutual Fund with an objective to provide
long-term capital appreciation by investing in selected
companies that in the opinion of Stein Roe & Farnham Inc., the
advisor, offer opportunities for capital appreciation. This
fund was removed from the Plan effective May 31,1999.
Effective August 16, 1999, the Chase Manhattan Bank was removed as
Trustee of the Plan and Bank of New York was appointed as successor
Trustee.
Effective August 16, 1999, the assets are held in trust by Bank of New
York (Trustee) in the Joseph E. Seagram & Sons, Inc. Master Trust
Agreement (Master Trust), which also includes assets of the 401(k)
plans of the Company's affiliates, Universal Studios, Inc., UMG
2. Summary of Significant Accounting Policies (continued)
Manufacturing and Logistics, Inc. and Spencer Gifts, Inc and Joseph E.
Seagram & Sons, Inc. The related investment income and appreciation in
fair value represents allocations to the Plan based upon the ratio of
the Plan's assets to total Master Trust Assets.
Investment securities are recorded and valued as follows:
United States government obligations at fair value based on the current
market yields; temporary investments in short-term investment funds at
cost which in the normal course approximates market value; securities
representing units of other funds at net asset value; Vivendi Universal
American Depositary Shares. common shares at the closing price reported
on the composite tape of the New York Stock Exchange on the valuation
date.
During the years ended December 31, 2000 and 1999, the Plan was
comprised of ten and nine investment funds, respectively: (i) the Money
Market Fund investing primarily in the State Street Yield Enhanced STIF
Fund managed by State Street Bank and Trust Company; (ii) the Stable
Income Fund investing in the La Salle Income Plus Fund managed by
LaSalle National Trust, N.A.; (iii) the Bond Fund investing in PIMCO
Total Return Fund; (iv) the S&P 500 Index Fund
8
15
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
investing in the Vanguard Employee Benefit Index Fund (which replaced
the S&P 500 Flagship Fund, Series C on April 1, 2000), managed by
Vanguard; (v) the Managed Equity Fund investing in Vanguard Value Index
Fund ( which replaced the Lazard Equity Portfolio on April 1, 2000)
managed by Vanguard; (vi) the Growth Equity Fund investing in
Brandywine Fund, Inc. managed by Friess Associates (up to February 1,
1999); on December 1, 1999 the Growth Fund was reestablished investing
in Vanguard Institutional Index Fund managed by Vanguard; (vii) the
Seagram Stock Fund investing primarily in The Seagram Company Ltd.
common shares prior to December 8, 2000, and as described below,
primarily in Vivendi Universal ADSs beginning December 8, 2000; (viii)
the Dreyfus Small Company Value Fund investing in the Dreyfus Small
Company Value Fund managed by Dreyfus and (ix) the MSDW International
Fund investing in MSDW International Equity Fund managed by Morgan
Stanley. On March 1, 2000, the Global Technology Fund investing in the
RCM Global Technology Fund managed by Dresdner was added to the
investment funds. The investments are administered by the Investment
Committee appointed by the Board of Directors of the Company.
On December 8, 2000, The Seagram Company Ltd. (parent of Joseph E.
Seagram & Sons, Inc.), Vivendi and Canal Plus S.A. completed a series
of transactions pursuant to which the three companies combined into
Vivendi Universal. Upon the completion of the merger transactions,
shareholders of The Seagram Company Ltd. (other than those exercising
dissenters' rights), including the Trustee on behalf of the Plan,
received, for each common share of The Seagram Company Ltd. held, 0.80
Vivendi Universal ADSs or a combination of 0.80 non-voting exchangeable
shares of Vivendi Universal's Canadian subsidiary, Vivendi Universal
Exchangeco, and an equal number of voting rights in Vivendi Universal.
3. Priorities Upon Termination of the Plan
The Plan may be terminated at the discretion of the Board of Directors
of the Company. The employer contributions on behalf of the
participants shall then become fully vested. The total value of the
employer and employee vested accounts shall be distributed to the
participants in a lump-sum cash payment.
4. Administrative Expenses
All costs associated with the maintenance of accounting records and
certain investment fees of the Plan are borne by the Company.
Administrative expenses paid to investment brokers are deducted from
plan earnings.
5. Tax Status
The Plan is approved as qualified under Section 401(a) of the Internal
Revenue Code (the "Code") of 1986, as amended, and, therefore, is
exempt from Federal income taxes under Section 501(a) of such Code,
pursuant to a determination letter dated December 10, 1997 from the
Internal Revenue
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POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
Service (the "IRS"). In the opinion of the plan administrator, the Plan
and its underlying trust have operated within the terms of the Plan and
the compliance requirements to remain qualified under the applicable
provisions of the Code.
6. Litigation
As a result of losses incurred in the Intermediate Fixed Income Fund
during 1996, the Company and the Pension Committee, which administers
the Plan, commenced a lawsuit in the United States District Court for
the Southern District of New York on behalf of the Plan, against the
former investment manager, Barclay. The lawsuit alleges, among other
things, that Barclay breached its fiduciary duty in the management of
the assets and seeks to recover from Barclay all losses incurred by the
Plan as a result of such breach. As of June 1998, the Pension Committee
determined to keep the litigation off the court's active calendar with
the understanding that it can be reactivated in response to further
developments.
6. Litigation (Continued)
The Company, as a result of these losses, determined to make a one-time
special contribution to the Plan to restore losses incurred in the
period July 1, 1996 to November 30, 1996. The Company obtained a
favorable ruling from the IRS in November 1997 to make the restoration
payment. The payment, which was made on March 2, 1998, was $2,085,232
and included interest through February 1998. The payment was allocated
to the investment funds in accordance with the participant current
investment elections. The following table shows the distribution of the
restorative payment:
------------------------------------------------------------------------------------------------
DREYFUS STEIN ROE PIMCO VANGUARD VANGUARD TOTAL
CAPITAL WELLINGTON WINDSOR II
Net loss $ 989,389 $ 165,109 $ 94,977 $ 223,630 $ 432,380 $ 1,905,485
Interest 93,331 15,575 8,959 21,095 40,787 179,747
----------- ----------- ----------- ----------- ----------- -----------
$ 1,082,720 $ 180,684 $ 103,936 $ 244,725 $ 473,167 $ 2,085,232
=========== =========== =========== =========== =========== ===========
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POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
The Plan changed its investment manager from Barclay to Pacific Asset
Management, Inc. in December 1996.
7. Plan Amendments
The Plan was amended as of August 1, 1999 to comply with the benefit
covenants set forth in the acquisition agreement with respect to the
acquisition of Polygram N.V. Further, the provisions of the Plan have
been amended as of August 23, 1999 to become substantially similar to
the provisions of the other 401(k) plans sponsored by affiliates of the
Company in order to simplify and streamline administration of the Plan
and the 401(k) plans of its affiliates and to restate the Plan for
recent federal legislation. Other changes to the Plan included the
change of trustee and recordkeeper as well the investment funds that
participants could allocate their investments.
8. ASSETS HELD IN TRUST
The assets of the Plan are invested in the Master Trust held by the
Trustee where the assets of other related employee benefit plans of
affiliates are invested on a commingled basis.
The Master Trust net assets consist of the following classification of
assets and liabilities as of December 31, 2000 and 1999.
2000 1999
--------------- ---------------
Assets
Investments held in trust at fair valued determined by
quoted market prices:
Money Market Fund
State Street Yield Enhanced STIF Fund $ 50,734,702 $ 57,250,843
Stable Income Fund
The LaSalle Income Plus Fund 55,772,944 54,177,363
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POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
Bond Fund
PIMCO Total Return Fund, Class A Shares 98,703,855 108,694,075
S&P 500 Index Fund
State Street S&P 500 Flagship Fund Series C 257,741,161
Vanguard Employee Benefit Fund 205,414,392
Managed Equity Fund
Lazard Equity Portfolio Fund 69,428,179
Vanguard Value Index Fund 51,700,709
Growth Equity Fund
Vanguard Institutional Index Fund 24,538,463 10,005,713
Cash 195,458
Seagram Stock Fund
The Seagram Company Ltd. Common Shares 31,925,545
Vivendi Universal ADSs 48,004,886
Collective Short Term Investment Fund 1,325,251 847,036
The Coca-Cola Company Stock Fund
The Coca-Cola Company Common Stock 2,453,770 3,214,351
Collective Short Term Investment Fund 67,777 77,420
Dreyfus Small Company Value Fund
Dreyfus Small Company Value Fund 24,883,209 15,733,411
MSDW International Equity Fund
MSDW International Equity Fund 22,109,100 13,493,724
Dreyfus GIC Fund
GICs and GACS 13,110,054
Collective Short Term Investment Fund 198,267
8. ASSETS HELD IN TRUST ( Continued )
2000 1999
-------------- --------------
Dresdner Global Technology Fund
Dresdner RCM Global Technology Fund $ 20,418,043 $
Loans to Participants 9,280,310 9,614,355
-------------- --------------
Total Investments 615,407,411 645,706,955
-------------- --------------
Receivables
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POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
Accrued interest and dividends 6,347,086 5,226,406
Contributions receivable 88,182 2,068
Proceeds from securities sold 371,263 1,925,793
--------------- ---------------
Total Receivables 6,806,531 7,154,267
--------------- ---------------
Total assets 622,213,942 652,861,222
--------------- ---------------
Liabilities
Accounts payable for securities purchased 6,337,958 6,551,837
Administrative expenses 26,171 13,989
Other payables 49,311
Benefit payments 1,944
--------------- ---------------
Total liabilities 6,364,129 6,617,081
--------------- ---------------
Net Assets $ 615,849,813 $ 646,244,141
=============== ===============
As of December 31, 2000 and 1999, the equitable share of PolyGram
Holding, Inc. Deferred Savings and Investment Plan for Employees in the
Master Trust is 10.15% and 11.60% respectively.
8. ASSETS HELD IN TRUST ( Continued )
As of December 31, 2000 and 1999, the net assets of the Master Trust
available to the Plan for benefits in the individual investment funds
were as follows:
2000 1999
------------ ------------
Money Market Fund $ 4,373,990 $ 5,604,386
Stable Income Fund 958,494 460,154
Bond Fund 11,877,181 15,294,023
S & P 500 Index Fund 11,421,361 14,648,376
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20
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
Managed Equity Fund 18,915,229 32,373,325
Growth Equity Fund 4,217,969 1,883,977
Seagram Stock Fund 304,315
Vivendi Universal ADSs 2,146,016
Dreyfus Small Company Value Fund 2,827,508 1,508,108
MSDW International Equity Fund 2,572,984 1,432,088
Dresdner Global Technology Fund 1,893,281
Loan accounts 1,286,178 1,472,112
------------ ------------
Total $ 62,490,191 $ 74,980,864
============ ============
9. INVESTMENT INCOME FROM MASTER TRUST
The appreciation in fair value and other income is as follows:
Investments held in trust at fair value determined by quoted market
prices:
December 31,
2000 1999
------------ -----------
Bond Fund $ 588,172 $ 82,421
S & P Index Fund (1,173,047) 1,279,554
Managed Equity Fund 392,178 (1,226,565)
Growth Equity Fund (1,254,344) 60,289
Seagram Stock Fund (10,968)
Vivendi Universal ADSs (61,552)
Dreyfus Small Company Value Fund (82,018) 69,853
Dresdner Global Technology Fund (622,579)
MSDW International Equity Fund 146,000 39,594
------------ -----------
Investment gains (net of investment losses) (2,067,190) 294,178
----------- -----------
Interest and dividends 1,908,808 115,784
----------- -----------
Investment Income (loss) $ (158,382) $ 409,962
============ ===========
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21
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 2000 and 1999
15
22
Exhibit 2
CONSENT OF INDEPENDENT ACCOUNTANTS
The Seagram Company Ltd.
PolyGram Holding, Inc. Deferred Savings and Investment Plan for Employees
We hereby consent to the incorporation by reference of our report
dated June 15, 2001 which appears in your Annual Report on Form 11-K of
PolyGram Holding, Inc. Deferred Savings and Investment Plan for Employees for
the fiscal year ended December 31, 2000.
Gutierrez & Co.
Flushing, New York
June 29, 2001