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, 2013
OR
o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 1-15525
A. Full title of the plan and the address of the plan, if different from that of the issuer named below:
Edwards Lifesciences Corporation
401(k) Savings and Investment Plan
B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
Edwards Lifesciences Corporation
One Edwards Way
Irvine, California 92614
(949) 250-2500
Edwards Lifesciences Corporation
401(k) Savings and Investment Plan
Index to Financial Statements and Supplemental Schedule
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Page |
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1 | |
Financial Statements: |
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Statements of Net Assets Available for Benefits as of December 31, 2013 and 2012 |
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2 |
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3 | |
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4 | |
Supplemental Schedule |
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14 |
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15 | |
Exhibits: |
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23Consent of Independent Registered Public Accounting Firm |
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Administrative and Investment Committee
for the Edwards Lifesciences Corporation Employee Benefit Plans
We have audited the accompanying statements of net assets available for benefits of Edwards Lifesciences Corporation 401(k) Savings and Investment Plan (the Plan) as of December 31, 2013 and 2012, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plans management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the auditing 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 net assets available for benefits of Edwards Lifesciences Corporation 401(k) Savings and Investment Plan as of December 31, 2013 and 2012, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The Schedule H Line 4i Schedule of Assets (Held at End of Year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plans management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic 2013 financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic 2013 financial statements taken as a whole.
/s/ HEIN & ASSOCIATES LLP |
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Irvine, California |
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June 25, 2014 |
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Edwards Lifesciences Corporation
401(k) Savings and Investment Plan
Statements of Net Assets Available for Benefits
|
|
December 31, |
| ||
|
|
2013 |
|
2012 |
|
Investments in Master Trust, at fair value |
|
$429,989,030 |
|
$395,717,779 |
|
Notes receivable from participants |
|
8,564,062 |
|
8,421,969 |
|
Dividends and interest receivable |
|
28,990 |
|
29,790 |
|
Contributions receivable |
|
99,760 |
|
105,240 |
|
Net assets available for benefits, at fair value |
|
438,681,842 |
|
404,274,778 |
|
|
|
|
|
|
|
Adjustment from fair value to contract value for fully benefit-responsive investment contracts (Note 2) |
|
(853,541 |
) |
(3,141,355 |
) |
|
|
|
|
|
|
NET ASSETS AVAILABLE FOR BENEFITS |
|
$437,828,301 |
|
$401,133,423 |
|
The accompanying notes are an integral part of these financial statements.
Edwards Lifesciences Corporation
401(k) Savings and Investment Plan
Statements of Changes in Net Assets Available for Benefits
|
|
Years Ended December 31, |
| ||
|
|
2013 |
|
2012 |
|
Additions to net assets attributed to: |
|
|
|
|
|
Investment income: |
|
|
|
|
|
Net appreciation in fair value of Master Trust |
|
$5,744,104 |
|
$50,189,651 |
|
Dividends |
|
7,946,742 |
|
4,504,645 |
|
Interest |
|
1,463,631 |
|
2,162,103 |
|
Interest income on notes receivable from participants |
|
360,184 |
|
337,982 |
|
Total investment income |
|
15,514,661 |
|
57,194,381 |
|
Contributions: |
|
|
|
|
|
Participant contributions |
|
23,791,938 |
|
21,028,556 |
|
Company contributions |
|
11,256,248 |
|
9,786,049 |
|
Rollover contributions |
|
4,577,458 |
|
3,564,744 |
|
Total contributions |
|
39,625,644 |
|
34,379,349 |
|
Total additions |
|
55,140,305 |
|
91,573,730 |
|
Deductions from net assets attributed to: |
|
|
|
|
|
Benefits paid to participants |
|
18,345,766 |
|
19,424,117 |
|
Administrative expenses |
|
99,661 |
|
104,950 |
|
Total deductions |
|
18,445,427 |
|
19,529,067 |
|
Net increase in net assets available for benefits |
|
36,694,878 |
|
72,044,663 |
|
Net assets available for benefits: |
|
|
|
|
|
Beginning of year |
|
401,133,423 |
|
329,088,760 |
|
End of year |
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$437,828,301 |
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$401,133,423 |
|
The accompanying notes are an integral part of these financial statements.
Edwards Lifesciences Corporation
401(k) Savings and Investment Plan
1. Description of the Plan
The following description of the Edwards Lifesciences Corporation 401(k) Savings and Investment Plan (the Plan) is provided for general information purposes only. Participants should refer to the Plan document for more complete information.
General
The Plan is a defined contribution retirement plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended (ERISA). Participation in the Plan is available to employees of Edwards Lifesciences Corporation (the Company) who have met certain eligibility requirements, as described below.
Eligibility
Employees become eligible to participate in the Plan on the thirty-first day after an employee is credited with an hour of service. Eligible individuals are those who are U.S. employees of the Company, or a subsidiary, division, or facility of the Company that has adopted the Plan, other than:
1. U.S. employees covered by a collective bargaining agreement unless the agreement provides for coverage under the Plan;
2. Employees otherwise excluded from the groups of employees to whom the Plan is extended;
3. Leased employees who are employed by another company that provides services to Edwards;
4. Individuals who perform services under a written or verbal agreement that classifies them as independent contractors or that otherwise contains a waiver of participation in the Plan, regardless of such individuals employment status under common law;
5. Any employee classified as a proctor who is hired in conjunction with the the Companys transcatheter heart valve products; and
6. Individuals employed by an employer whose entire amount of non-imputed U.S. source income is paid to a U.S. taxing authority.
Plan Administration
The Plan is administered by the Administrative and Investment Committee for the Edwards Lifesciences Corporation Employee Benefit Plans (the Committee). The Committee has authority, responsibility, and control over the management of the assets of the Plan. Members of the Committee are appointed by the Board of Directors of the Company and are employees of the Company. ING National Trust (Trustee) serves as trustee of the Plans assets and ING Institutional Plan Services provides record keeping services for the Plan.
Contributions
The Plan allows tax deferred contributions intended to qualify under Section 401(k) of the Internal Revenue Code (IRC). Eligible participants may make pre-tax and/or Roth contributions up to 25% of their eligible annual compensation within certain limitations. The Company matches the first 3% of the participants annual eligible compensation contributed to the Plan on a dollar-for-dollar basis. The Company matches the next 2% of the participants annual eligible compensation to the Plan on a 50% basis. In addition, if a participant is age 50 or older, the participant is allowed to make additional catch-up contributions within certain IRC limitations. Certain employees are also eligible for transitional contributions related to the Companys spin-off from Baxter International, as described more fully in the Plan document.
Participant Accounts
Each participants account is credited with the participants contributions, the Companys matching contributions, and the allocation of the participants share of the Plans net earnings and losses, net of certain investment management fees. Allocations are based on participant account balances, as defined.
Vesting
Participants are immediately fully vested in their Plan accounts (other than their Company matching contributions) plus actual earnings thereon. Vesting in a participants Company matching contributions plus actual earnings thereon is based on years of continuous service. A participant vests in Company matching contributions in annual increments of 20% and, therefore, is 100% vested after five years of credited service. Upon termination of service due to death, disability, or attainment of normal retirement age, a participant shall become fully vested.
Investment Options
Upon enrollment in the Plan, a participant may direct contributions in any of the following investment options within the Master Trust:
Commingled Funds:
Invesco Stable Value Trust FundThe fund invests in a diversified portfolio of investment contracts issued by high quality banks and insurance companies.
American Century Inflation-Adjusted Bond Institutional FundThe fund invests at least 80% of its assets in inflation-adjusted debt securities including inflation-indexed securities issued by the U.S. Treasury, by other U.S. government agencies and instrumentalities, and by non-U.S. government entities such as corporations.
PIMCO Total Return FundThe fund invests, under normal circumstances, at least 65% of its assets in fixed income securities.
SSgA Moderate Strategic Balanced FundThe fund invests in a broad diversification of major global asset classes.
SSgA S&P 500 Flagship Fund The fund invests in all 500 stocks of the S&P 500 Index in proportion to their weightings in the index.
Invesco Growth and Income FundThe fund invests primarily in income-producing equity securities, including common stocks and convertible securities (although investments are also made in nonconvertible preferred stocks and debt securities).
American Funds Growth Fund of AmericaThe fund invests primarily in common stocks. It may invest a portion of its assets in securities of issuers domiciled outside the U.S., and not included in the S&Ps 500 Composite Index, and up to 10% of assets in lower quality nonconvertible securities.
T. Rowe Price Blue Chip Growth FundThe fund will normally invest at least 80% of assets in the common stocks of large- and medium-sized blue chip growth companies. It focuses on companies with leading market position, seasoned management, and strong financial fundamentals. The fund invests most assets in U.S. common stocks, but it may also purchase other securities including foreign stocks, futures, and options.
SSgA S&P Mid Cap Index FundThe fund invests in all 400 stocks of the S&P 400 MidCap Index in proportion to their weightings in the index.
Dreyfus Small Cap Stock Index FundThe fund invests in a representative sample of stocks included in the S&P SmallCap 600 Index, and in futures whose performance is tied to the index.
Columbia Small Cap Value II FundThe fund invests at least 80% of assets in equity securities of U.S. companies within the Russell 2000 Value Index that are believed to have the potential for long-term growth.
BlackRock Small Cap Growth Equity Institutional FundThe fund invests at least 80% of assets in equities issued by U.S. small capitalization companies whose market capitalizations are within the range of market capitalizations of companies in the Russell 2000 Growth Index.
AllianzGI NFJ International Value FundThe fund invests primarily in common stocks and other equity securities of non-U.S. companies with market capitalizations greater than $1 billion. The fund may invest up to 50% of assets in emerging market securities.
SSgA EAFE Index FundThe fund invests in equity securities of companies outside the United States, seeking to match closely the performance of the Morgan Stanley Capital International, Europe, Australia, Far East Index while providing daily liquidity.
Oppenheimer International Growth Y FundThe fund invests primarily in the common stock of growth companies that are domiciled or have their primary operations outside of the U.S. It may invest 100% of its assets in securities of foreign companies.
Janus Overseas FundThe fund invests primarily in foreign equity and debt securities of issuers from countries outside of the U.S.
Vanguard Target Retirement Income FundThe fund uses an asset allocation strategy designed for investors currently in retirement. It typically allocates 70% of assets to bonds and 30% to stocks.
Vanguard Target Retirement 2010 FundThe fund uses an asset allocation strategy designed for investors planning to retire in or within a few years of 2010. It typically allocates 40% of assets to stocks and 60% to bonds.
Vanguard Target Retirement 2015 FundThe fund uses an asset allocation strategy designed for investors planning to retire in or within a few years of 2015. It typically allocates 55% of assets to stocks and 45% to bonds.
Vanguard Target Retirement 2020 FundThe fund uses an asset allocation strategy designed for investors planning to retire in or within a few years of 2020. It typically allocates 65% of assets to stocks and 35% to bonds.
Vanguard Target Retirement 2025 FundThe fund uses an asset allocation strategy designed for investors planning to retire in or within a few years of 2025. It typically allocates 70% of assets to stocks and 30% to bonds.
Vanguard Target Retirement 2030 FundThe fund uses an asset allocation strategy designed for investors planning to retire in or within a few years of 2030. It typically allocates 80% of assets to stocks and 20% to bonds.
Vanguard Target Retirement 2035 FundThe fund uses an asset allocation strategy designed for investors planning to retire in or within a few years of 2035. It typically allocates 85% of assets to stocks and 15% to bonds.
Vanguard Target Retirement 2040 FundThe fund uses an asset allocation strategy designed for investors planning to retire in or within a few years of 2040. It typically allocates 90% of assets to stocks and 10% to bonds.
Vanguard Target Retirement 2045 FundThe fund uses an asset allocation strategy designed for investors planning to retire in or within a few years of 2045. It typically allocates 90% of assets to stocks and 10% to bonds.
Vanguard Target Retirement 2050 FundThe fund uses an asset allocation strategy designed for investors planning to retire in or within a few years of 2050. It typically allocates 90% of assets to stocks and 10% to bonds.
Self-Managed Funds:
Self-Managed FundsThis is a brokerage option that allows participants to invest in a variety of mutual funds and equity securities.
Common Stock Funds:
Edwards Lifesciences Corporation Stock FundThe fund invests in Edwards Lifesciences Corporation common stock. Voting rights are passed through to individual participants.
Baxter Common Stock Fund (for certain eligible employees)The fund invests in Baxter International common stock. Effective April 1, 2000, participants could no longer elect that contributions be invested in the fund, nor could they transfer any existing account balances into the fund.
Notes Receivable from Participants
Participants may borrow an amount ranging from a minimum of $500 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balances. The notes bear interest based on the applicable prime rate at the time of issuance plus 1%, which interest rates presently range from 4.3% to 6.0%, and have a maximum term of five years (or ten years if used to acquire a home). The loans are collateralized by the participants vested interest in their accounts and any additional collateral as the Committee may require. Principal and interest are generally paid ratably through payroll deductions.
Payment of Benefits
Upon termination of service or otherwise becoming eligible to receive benefits, a participant may elect to (1) receive a lump-sum amount equal to the value of the participants account, (2) receive periodic installments, or (3) transfer the balance in the participants account to another qualified plan. Vested accounts of $1,000 or less will be automatically paid in a lump-sum amount. Vested accounts between $1,000 and $5,000 will be automatically distributed into an individual retirement account designated by the Committee if the participant does not elect within 90 days to (1) have such distribution paid directly to an eligible retirement plan specified by the participant, or (2) receive the distribution directly in accordance with the Plan.
A participant may make withdrawals from the participants accounts (except as provided in the Plan document) if the participant is over age 59 ½, is fully vested and has completed five years of Plan participation. Withdrawals may also be made for financial hardship, which is determined pursuant to the provisions of the IRC. Upon making a hardship withdrawal, a participant may not make additional pre-tax contributions for a period of 6 months from the date of the withdrawal payment.
Administrative Expenses
Substantially all investment manager, trustee, and administrative fees incurred in the administration of the Plan were paid from the assets of the Plan.
Forfeitures
A participants non-vested balance is forfeited at the time of termination of employment. Such forfeitures may be used to offset future Company matching contributions. Forfeitures of $66,830 and $348,626 were used to reduce Company matching contributions during 2013 and 2012, respectively. Forfeitures outstanding were approximately $463,313 and $20,218 at December 31, 2013 and 2012, respectively.
2. Summary of Significant Accounting Policies
Basis of Accounting
The accompanying financial statements of the Plan have been prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America.
Investment Valuation and Income Recognition
The investment in the Master Trust (see Note 4) is valued at the net asset value (NAV) of the underlying investments within the Master Trust. The Master Trusts assets are primarily invested in funds managed by the Trustee through a commingled employee benefit funds trust. Units have been purchased in funds which invest primarily in securities of major U.S. companies, international equity securities in both developed and emerging markets, and government agency fixed income securities.
Purchases and sales of securities are recorded by the Master Trust on a trade-date basis. Realized gains and losses for security transactions are reported using the average cost method. Net appreciation in the Master Trust includes realized gains and losses on the sale of investments, and unrealized appreciation or depreciation. Interest and dividend income are recorded on an accrual basis, and dividends are recorded on the ex-dividend date.
The Plan invests in investment contracts through participation in the Invesco Stable Value Trust Fund (Stable Value Fund), a common collective trust fund. The accounting guidance requires that investment contracts held by a defined contribution plan be reported at fair value. However, contract value is the relevant measurement criteria for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. Accordingly, the Statements of Net Assets Available for Benefits reflect these investments at fair value, with a corresponding adjustment to reflect the investments at contract value. The Statements of Changes in Net Assets Available for Benefits are prepared on a contract value basis.
Notes Receivable from Participants
Notes receivable from participants are measured at their unpaid principal balance plus accrued interest. Delinquent participant loans are treated as distributions based upon the terms of the Plan document.
Payment of Benefits
Benefits to participants are recorded when paid.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and related notes to the financial statements. Changes in such estimates may affect amounts reported in future periods.
Risks and Uncertainties
The Plan provides for various investment options in any combination of investment securities. Investment securities are exposed to various risks, such as interest rate, market, and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants account balances and the amounts reported in the Statements of Net Assets Available for Benefits and the Statements of Changes in Net Assets Available for Benefits.
The Plans Stable Value Fund, a common collective trust fund, invests in a variety of investment contracts such as guaranteed investment contracts, bank investment contracts, and a wrapped portfolio of fixed income instruments. Participants may ordinarily direct the withdrawal or transfer of all or a portion of their investment in the Stable Value Fund at contract value. Certain events may limit the ability of the Plan to transact at contract value with the issuer. The Plan administrator does not believe that the occurrence of any such event is probable.
3. Fair Value Measurements
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. The Company prioritizes the inputs used to determine fair values in one of the following three categories:
Level 1 Quoted market prices in active markets for identical assets or liabilities.
Level 2 Inputs, other than quoted prices in active markets, that are observable, either directly or indirectly.
Level 3 Unobservable inputs that are not corroborated by market data.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety.
The following table summarizes the Plans financial instruments which are measured at fair value on a recurring basis as of December 31, 2013 and 2012:
December 31, 2013
Assets |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
| ||||
Common/collective trust funds |
|
|
|
|
|
|
|
|
| ||||
Stable value fund |
|
$ |
|
|
$ |
69,513,997 |
|
$ |
|
|
$ |
69,513,997 |
|
Large cap equity fund |
|
|
|
44,075,773 |
|
|
|
44,075,773 |
| ||||
International equity fund |
|
|
|
25,559,624 |
|
|
|
25,559,624 |
| ||||
Balanced fund |
|
|
|
22,262,477 |
|
|
|
22,262,477 |
| ||||
Small/mid cap equity fund |
|
|
|
20,661,097 |
|
|
|
20,661,097 |
| ||||
Common stock |
|
107,928,628 |
|
|
|
|
|
107,928,628 |
| ||||
Mutual funds |
|
|
|
|
|
|
|
|
| ||||
Lifecycle target date blended funds |
|
48,752,186 |
|
|
|
|
|
48,752,186 |
| ||||
Large cap equity funds |
|
41,960,923 |
|
|
|
|
|
41,960,923 |
| ||||
Small/mid cap equity funds |
|
25,419,828 |
|
|
|
|
|
25,419,828 |
| ||||
Fixed income funds |
|
19,088,894 |
|
|
|
|
|
19,088,894 |
| ||||
International equity funds |
|
4,076,025 |
|
|
|
|
|
4,076,025 |
| ||||
Balanced funds |
|
148,509 |
|
|
|
|
|
148,509 |
| ||||
Money market funds |
|
|
|
541,069 |
|
|
|
541,069 |
| ||||
|
|
$ |
247,374,993 |
|
$ |
182,614,037 |
|
$ |
|
|
$ |
429,989,030 |
|
December 31, 2012
Assets |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
| ||||
Common/collective trust funds |
|
|
|
|
|
|
|
|
| ||||
Stable value fund |
|
$ |
|
|
$ |
85,771,251 |
|
$ |
|
|
$ |
85,771,251 |
|
Large cap equity fund |
|
|
|
31,255,714 |
|
|
|
31,255,714 |
| ||||
International equity fund |
|
|
|
18,356,323 |
|
|
|
18,356,323 |
| ||||
Balanced fund |
|
|
|
18,195,416 |
|
|
|
18,195,416 |
| ||||
Small/mid cap equity fund |
|
|
|
12,764,064 |
|
|
|
12,764,064 |
| ||||
Common stock |
|
124,818,150 |
|
|
|
|
|
124,818,150 |
| ||||
Mutual funds |
|
|
|
|
|
|
|
|
| ||||
Lifecycle target date blended funds |
|
32,093,331 |
|
|
|
|
|
32,093,331 |
| ||||
Large cap equity funds |
|
27,806,955 |
|
|
|
|
|
27,806,955 |
| ||||
Small/mid cap equity funds |
|
16,381,874 |
|
|
|
|
|
16,381,874 |
| ||||
Fixed income funds |
|
24,425,599 |
|
|
|
|
|
24,425,599 |
| ||||
International equity funds |
|
2,009,933 |
|
|
|
|
|
2,009,933 |
| ||||
Balanced funds |
|
74,247 |
|
|
|
|
|
74,247 |
| ||||
Money market funds |
|
|
|
1,764,922 |
|
|
|
1,764,922 |
| ||||
|
|
$ |
227,610,089 |
|
$ |
168,107,690 |
|
$ |
|
|
$ |
395,717,779 |
|
Common/collective trust funds and money market funds are valued using the NAV provided by the administrator of the fund. The NAV is based on the fair value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. Common/collective trust funds and money market funds are categorized as Level 2 as the NAV unit price is not quoted in an active market. However, the unit price is based on underlying investments which are either traded on an active market or are valued based on observable inputs such as market interest rates and quoted prices for similar securities. As of December 31, 2013, there were no unfunded commitments related to common/collective trust funds or money market funds. Investments in these funds can be redeemed daily and, in general, do not have a redemption notification period. For the Stable Value Fund, investments can be held in the fund for up to 24 months from the date of a redemption request. It is not probable that investments in these funds would be sold at amounts that differ materially from the NAV of the units held.
Common stock and mutual fund investments are valued at fair value based on quoted market prices reported on the active markets on which the individual securities are traded, and are categorized as Level 1. During the years ended December 31, 2013 and 2012, there were no transfers in or out of Levels 1 or 2 of the fair value hierarchy.
4. Investments
The Master Trust, held by ING National Trust, holds the assets of the Plan and the Edwards Lifesciences Technology SARL Retirement Savings Plan.
The accompanying Statements of Net Assets Available for Benefits reflect the apportioned share of the underlying Plan assets and liabilities of the Trust. Allocations of net income from the Trust are based on the Plans net assets at the beginning of the year with adjustments for contributions and benefit payments made during the year.
Summarized financial information for the Trust as of December 31 is as follows:
|
|
December 31, |
| ||
|
|
2013 |
|
2012 |
|
Net assets held by Master Trust, at fair value: |
|
|
|
|
|
Common/collective trust funds |
|
$198,284,418 |
|
$180,705,342 |
|
Mutual funds |
|
143,102,143 |
|
106,158,859 |
|
Common stock funds |
|
113,003,680 |
|
133,298,267 |
|
Adjustment from fair value to contract value for fully benefit-responsive investment contracts |
|
(971,190 |
) |
(3,517,966 |
) |
Net assets available for benefits, at contract value |
|
$453,419,051 |
|
$416,644,502 |
|
% of Plan net assets held by Master Trust |
|
94.64 |
% |
94.22 |
% |
Investment income from Master Trust investments for the years ended December 31, 2013 and 2012 is as follows:
|
|
Years Ended December 31, |
| ||
|
|
2013 |
|
2012 |
|
Net (depreciation) appreciation in fair value: |
|
|
|
|
|
Common stock funds |
|
$ (34,199,772 |
) |
$ 35,079,699 |
|
Common/collective trust funds |
|
22,225,934 |
|
9,132,788 |
|
Mutual funds |
|
17,346,121 |
|
8,254,464 |
|
Dividend income |
|
8,212,237 |
|
4,736,723 |
|
Interest income |
|
1,624,740 |
|
2,378,752 |
|
Investment income |
|
$ 15,209,260 |
|
$ 59,582,426 |
|
% of Plan investment income from Master Trust |
|
99.64 |
% |
95.42 |
% |
The only investment that represents 5% or more of the Plans net assets available for benefits at December 31, 2013 and 2012 was the Plans interest in the Master Trust.
5. Distribution Priorities upon Termination of the Plan
Although it has not expressed any intent to do so, the Company has the right under the Plan to reduce, suspend, or discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. Upon termination of the Plan, the account balance of each participant will become 100% vested and all assets, net of expenses, will be distributed to the participants or the participants beneficiaries.
6. Tax Status of the Plan
The Company has received a favorable determination letter from the Internal Revenue Service (IRS) on the Plans federal income tax status. Although the Plan has since been amended, the Plan Administrator believes the Plan is currently designed and is being operated in compliance with the applicable requirements of the IRC and, therefore, believes that the Plan is qualified and the related trust is tax exempt.
Accounting principles generally accepted in the United States require the Plans management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS. The Plan Administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2013, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The Plan Administrator believes it is no longer subject to tax examinations for years prior to 2010.
7. Exempt Party-in-Interest Transactions
Parties-in-interest are defined under the Department of Labor regulations as any fiduciary of the Plan, any party rendering service to the Plan, an employer whose employees are covered by the Plan, and certain others. At December 31, 2013 and 2012, the Plan, through its investment in the Master Trust, held shares of common stock of the Company, as follows:
|
|
2013 |
|
2012 |
|
Shares of Edwards Lifesciences stock held by Plan |
|
1,504,169 |
|
1,298,147 |
|
Value of Edwards Lifesciences stock held by Plan |
|
$98,914,177 |
|
$117,053,948 |
|
Plans investment in Edwards Lifesciences stock as percentage of total net assets available for benefits |
|
22.6 |
% |
29.2 |
% |
Also, certain assets of the Master Trust are loans to Plan participants. These transactions are allowable party-in-interest transactions under ERISA and the regulations promulgated thereunder.
8. Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of amounts reported in the financial statements to amounts reported on Form 5500 as of and for the years ended December 31, 2013 and 2012:
|
|
2013 |
|
2012 |
|
Statement of Net Assets Available for Benefits: |
|
|
|
|
|
Net assets available for benefits per the financial statements |
|
$437,828,301 |
|
$401,133,423 |
|
Adjustment from contract value to fair value for fully benefit-responsive investment contracts |
|
853,541 |
|
3,141,355 |
|
Net assets available for benefits per Form 5500 |
|
$438,681,842 |
|
$404,274,778 |
|
|
|
2013 |
|
2012 |
|
Statement of Changes in Net Assets Available for Benefits: |
|
|
|
|
|
Net increase in net assets available for benefits per the financial statements |
|
$36,694,878 |
|
$72,044,663 |
|
Prior year adjustment from contract value to fair value for fully benefit-responsive investment contracts |
|
(3,141,355 |
) |
(2,056,448 |
) |
Current year adjustment from contract value to fair value for fully benefit-responsive investment contracts |
|
853,541 |
|
3,141,355 |
|
Net asset conversions |
|
(68,924 |
) |
|
|
Net income per Form 5500 |
|
$34,338,140 |
|
$73,129,570 |
|
Edwards Lifesciences Corporation
401(k) Savings and Investment Plan
Schedule H line 4i Schedule of Assets (Held at End of Year)
As of December 31, 2013
(a) |
|
(b) Identity of issue, |
|
(c) Description of investment including maturity date, rate |
|
(d) Cost |
|
(e) Current |
|
* |
|
Notes Receivable from Participants |
|
Varying maturity dates with interest rates ranging from 4.3% to 6.0% |
|
|
|
$ 8,564,062 |
|
|
|
Edwards Lifesciences Corporation 401(k) Savings and Investment Trust |
|
Master TrustCommingled and Common Stock Funds |
|
|
|
$429,135,489 |
|
* Party-in-interest for which a statutory exemption exists.
** Cost information is not required for participant-directed investments and therefore has not been included in this schedule.
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the administrator of the Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
|
EDWARDS LIFESCIENCES CORPORATION | ||
|
| ||
June 25, 2014 |
By: |
/s/ CHRISTINE Z. MCCAULEY |
|
|
|
Christine Z. McCauley | |
|
|
Member of the Administrative and |
EXHIBIT INDEX
Exhibits are identified below. Exhibit 23 is filed herein as an exhibit hereto.
Exhibit No. |
|
Description |
23 |
|
Consent of Independent Registered Public Accounting FirmHein & Associates LLP |