FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF
1934
For the fiscal year ended December 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the transition period from _______ to _________
Commission file numbers 1-2116 and 333-32530
ROBBINS HARDWOOD FLOORING, INC. EMPLOYEES' RETIREMENT SAVINGS PLAN
(Full title of the Plan)
ARMSTRONG WORLD INDUSTRIES, INC.
ARMSTRONG HOLDINGS, INC.
2500 Columbia Avenue Lancaster, Pennsylvania 17604
(Name of issuer of the securities held pursuant to the Plan
and the address of its principal executive office)
1
Page No.
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Item 1. Independent Auditors' Report 4
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Item 2. Statements of Net Assets Available for Benefits
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December 31, 2000 and 1999 5
Item 3. Statements of Changes in Net Assets Available for Benefits
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Years ended December 31, 2000 and 1999 6
Notes to Financial Statements 7-13
Schedule of Assets Held for Investment Purposes 14
Exhibits 15
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Consent of Independent Auditors
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the members
of the committee constituting the administrator which administers the plan have
duly caused this annual report to be signed by the undersigned hereunto duly
authorized.
ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
June 28, 2001 By: /s/: Jennifer E. Wisdom
---------------------------
Jennifer E. Wisdom Vice President Human Resources
3
Independent Auditors' Report
----------------------------
To the Profit Sharing Committee of the
Robbins Hardwood Flooring, Inc.
Employees' Retirement Savings Plan:
We have audited the accompanying statements of net assets available for benefits
of the Robbins Hardwood Flooring, Inc. Employees' Retirement Savings Plan as of
December 31, 2000 and 1999, and related statements of changes in net assets
available for benefits for the years then ended. These financial statements are
the responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Robbins
Hardwood Flooring, Inc. Employees' Retirement Savings Plan as of December 31,
2000 and 1999, 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 performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes 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 Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. 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.
KPMG LLP
Dallas, Texas
May 28, 2001
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ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Statements of Net Assets Available for Benefits
December 31, 2000 and 1999
2000 1999
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Assets:
Investments, at fair value (note 5):
Armstrong Holdings, Inc. common stock $ 47,578 $ 4,269
Fidelity Magellan Fund 1,185,585 1,952,506
Fidelity Equity Income Fund 193,501 172,433
Fidelity Intermediate Bond Fund 116,037 111,872
Fidelity Overseas Fund 39,983 15,969
Fidelity Asset Manager Fund 121,498 130,428
Fidelity Retirement Money Market Fund 889,395 974,954
Participant loans 119,739 121,683
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Total investments 2,713,316 3,484,114
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Receivables (note 2):
Employer contributions 133,273 --
Employee contributions 2,166 2,364
Participants loans 129 --
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Total receivables 135,568 2,364
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Total assets 2,848,884 3,486,478
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Refunds payable to participants 38,845 --
---------- ----------
Net assets available for benefits $ 2,810,039 $ 3,486,478
========== ==========
See accompanying notes to financial statements.
5
ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Statements of Changes in Net Assets Available for Benefits
Years ended December 31, 2000 and 1999
2000 1999
----------- -----------
Additions to net assets attributed to:
Investment income (loss):
Interest and dividend income $ 159,780 $ 250,815
Net appreciation (depreciation) in fair value
of investments (note 5) (352,461) 218,592
----------- -----------
Net investment income (loss) (192,681) 469,407
----------- -----------
Employer contributions (note 2) 224,315 7,909
Participant contributions (note 2) 236,765 285,364
Rollovers (note 3) 4,521 4,870
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Total additions 272,920 767,550
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Deductions from net assets attributable to benefits paid
to participants (notes 2 and 3) 949,359 490,798
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Net increase (decrease) (676,439) 276,752
Net assets available for benefits at beginning of year 3,486,478 3,209,726
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Net assets available for benefits at end of year $ 2,810,039 $ 3,486,478
=========== ===========
See accompanying notes to financial statements.
6
ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 2000 and 1999
(1) General Information
The Robbins Hardwood Flooring, Inc. Employees' Retirement Savings Plan (the
Plan) became effective on March 28, 1997. On July 22, 1998, Triangle
Pacific Corp. was acquired by Armstrong World Industries, Inc. (a
subsidiary of Armstrong Holdings, Inc.). The Board of Directors of Triangle
Pacific Corp. intends to continue providing retirement benefits through the
Company's defined contribution plans.
(2) Description of the Plan
The following description of the Plan provides only general information.
Participants should refer to the Plan document for more detailed
information.
(a) General
The Plan is a defined contribution plan which provides retirement
benefits to employees of the Triangle Pacific Corp. (the Plan
administrator or the Company) Robbins Hardwood Flooring, Inc. division
who are not members of a collective bargaining agreement who work at
least 1,000 hours annually, with new participants required to be at
least 21 years of age and employed by the Company at least one year.
The Plan is administered by Triangle Pacific Corp. and advised by the
Retirement Committee appointed by the Board of Directors. The Plan is
subject to the provisions of the Employee Retirement Income Security
Act of 1974 (ERISA).
(b) Contributions
Participants are permitted to contribute up to 16% of their eligible
compensation to the Plan, as defined by the committee. Participants
may elect to invest their contributions in any of the available
investment funds offered by the Fidelity Management Trust Company, the
Trustee. Participants are able to direct all contributions to their
account in 25% increments to the investment funds offered by the
Trustee.
Effective November 1, 1999, the Plan was amended to increase the
employer matching contribution of 25% for qualified employee
contributions up to 6% of the participant's eligible compensation for
members of a collective bargaining agreement. Effective January 1,
2000, the Plan increased the employer matching percentage to 50% of
qualified employee contributions up to 6% of the employee's annual
earnings for all participants who are not covered under a collective
bargaining agreement. Additionally, the Plan includes a profit sharing
component. The Company may contribute a discretionary profit sharing
amount solely at the discretion of the Board of Directors. The Board
of Directors approved discretionary profit sharing contributions
totaling $131,607 and -0-, for the plan years ended December 31, 2000
and 1999, respectively.
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ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 2000 and 1999
(c) Participant Accounts
Each participant's account is credited with the participant's
contribution and an allocation of the Company's contributions, Plan
earnings, and forfeitures of terminated participants' non-vested
accounts. Allocations to participant accounts are based on the
participant's annual earnings for profit sharing contributions. The
benefit to which a participant is entitled is the benefit that can be
provided from the participant's vested account.
(d) Vesting
Participants are fully vested in their voluntary contributions plus
actual earnings thereon. Employee vesting in the Company's matching
and profit sharing contributions is based on the participant's years
of service with the Company. The participants are vested on an
incremental basis. The participants become 20% vested after one year
of service. The vesting percentage increases 20% a year until becoming
fully vested after five years of service.
(e) Investment Options
Elective and nondeductible contributions may be invested in a
guaranteed income fund, fixed income funds, equity funds or a money
market fund at the option of the participating employee. The Plan has
investment options available to which participants may allocate their
contributions as follows:
. Armstrong Holdings, Inc. Common Stock - Effective April 1,
1999, the Plan was amended to include Armstrong World
Industries, Inc. common stock as one of the investment
options. On May 1, 2000, Armstrong Holdings, Inc. acquired
the stock of Armstrong World Industries, Inc. An indirect
holding in Armstrong World Industries, Inc. makes up
substantially all of the assets of Armstrong Holdings, Inc.
Armstrong Holdings, Inc. is publicly traded on the New York
Stock Exchange. On December 6, 2000, Armstrong World
Industries, Inc. filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code in Wilmington, DE in
order to use the court-supervised reorganization process to
achieve a resolution of its asbestos liability. Triangle
Pacific Corp. was not included in the filing. As of December
19, 2000, the Plan was amended to eliminate the Armstrong
Holdings, Inc. Common Stock fund as an investment option
effective with contributions made on or after December 27,
2000 and transfers processed on or after January 1, 2001.
. Fidelity Magellan Fund - The Fidelity Magellan Fund is a
diversified portfolio of common stocks of domestic and
foreign issuers. The portfolio seeks capital appreciation by
investing in growth stocks, value stocks or both.
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ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 2000 and 1999
. Fidelity Equity Income Fund - The Fidelity Equity Income
Fund has a primary objective of seeking reasonable income by
investing 65% of total assets in foreign and domestic income
producing equity securities, such as stocks, bonds and other
debt securities. The fund also seeks capital appreciation
when consistent with its primary objective.
. Fidelity Intermediate Bond Fund - The Fidelity Intermediate
Bond Fund has a primary objective of seeking high current
income by investing in U.S. dollar-dominated investment
grade debt securities with maturities between three to ten
years. The Lehman Brothers' Intermediate
Government/Corporate Bond Index is used as a guide in
structuring the fund and selecting the investments.
. Fidelity Overseas Fund - The Fidelity Overseas Fund seeks
long-term growth of capital by primarily investing in the
common stock of foreign issuers.
. Fidelity Asset Manager Fund - The Fidelity Asset Manager
Fund strives for high total return with reduced risk over
the long term. The fund pursues this goal with diversified
investments of stocks, bonds and short-term and money market
instruments, both domestic and international, while
maintaining a diversified mix of securities.
. Fidelity Retirement Money Market Fund - The Fidelity
Retirement Money Market Fund seeks to earn a high level of
current income while maintaining a stable $1.00 share price
by investing in high-quality, short-term securities. These
securities may include, but are not limited to, high-quality
short-term U.S. dollar denominated money market securities,
domestic and foreign issuers.
(f) Participant Loans
Participants may borrow from the Plan an amount less than 50% of the
participant's vested account balance. In no event can the participant
borrow more than $50,000. Loans are for a period not to exceed five
years, except for loans to acquire any dwelling to be used as the
principal residence for the participant, and bear interest at a
reasonable rate as established by the Plan Administrator. Interest
rate at December 31, 2000 was 10.50%.
(g) Payment of Benefits
On termination of service due to death, disability or retirement, a
participant may elect to receive either a lump-sum distribution, or a
rollover into another investment. The timing of the lump-sum payment
will be determined by the Plan administrator or disbursed as soon as
administratively feasible upon filing a notice with the Employee
Benefits Department. For termination of service due to other reasons,
a participant may receive the value of the vested interest in his or
her account as a lump-sum distribution. Participants may make hardship
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ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 2000 and 1999
withdrawals from their earnings deferred contributions at specified
times, subject to the determination by the Plan Administrator, that
the withdrawal is required to meet an immediate and heavy financial
need.
(h) Forfeitures
Company contributions forfeited by terminating employees are used to
reduce future Company contributions to the Plan ($6,339 and $8,421 in
2000 and 1999, respectively). The Company will reinstate forfeited
balances to the accounts of participants who rejoin the Company within
five years of their termination.
(3) Summary of Significant Accounting Policies
(a) Basis of Accounting
The financial statements of the Plan are prepared under the accrual
method of accounting.
(b) Investment Valuation and Income Recognition
The Plan's investments are stated at fair value and have been
determined based on closing market quotations. Purchases and sales of
securities are recorded by the trustee at current cost on the trade
date. Realized and unrealized gains (losses) on investments are based
on the fair value of the assets at the beginning of the Plan year or
at the time of purchase during the year. Interest income is recorded
on the accrual basis. Dividends are recorded on the ex-dividend date.
(c) Administration Expenses
In accordance with the provisions of the Plan, unless paid by the
Company, all costs of administering the Plan are charged to the Plan.
During 2000 and 1999, all significant expenses were paid by the
Company ($8,526 in 2000 and $9,203 in 1999, respectively).
(d) Payment of Benefits
Benefits are recorded when distributed.
(e) Rollover Contributions
Employee rollovers represent receipts from employees receiving
distributions from their previous employers' qualified plan(s).
(f) 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 reported
amounts of assets, liabilities and changes therein, and disclosure of
contingent assets and liabilities. Actual results could differ from
those estimates.
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ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 2000 and 1999
(4) Units
Participant accounts are assigned investment fund units/shares. The net
asset value per unit/shares by fund/account for the 2000 and 1999 calendar
quarters ended is as follows:
2000 quarters ended Units at
----------------------------------------------------------------- December 31,
March 31 June 30 September 30 December 31 2000
------------ ----------- ---------------- --------------- --------------
Armstrong Holdings,
Inc. common stock $ 17.88 $ 15.30 $ 11.94 $ 2.07 23,063
Fidelity Magellan Fund 143.25 134.63 133.84 119.30 9,938
Fidelity Equity Income
Fund 50.62 50.37 53.71 53.43 3,622
Fidelity Intermediate
Bond Fund 9.75 9.75 9.86 10.04 11,557
Fidelity Overseas Fund 48.27 45.73 42.42 34.37 1,163
Fidelity Asset Manager
Fund 19.05 18.80 19.11 16.82 7,223
Fidelity Retirement
Money Market Fund 1.00 1.00 1.00 1.00 889,395
1999 quarters ended Units at
----------------------------------------------------------------- December 31,
March 31 June 30 September 30 December 31 1999
------------ ----------- ---------------- --------------- --------------
Armstrong Holdings,
Inc. common stock $ 45.19 $ 57.81 $ 44.94 $ 33.37 128
Fidelity Magellan Fund 129.75 129.77 122.02 136.63 14,290
Fidelity Equity Income
Fund 55.92 61.63 56.03 53.48 3,224
Fidelity Intermediate
Bond Fund 10.16 9.96 9.88 9.76 11,462
Fidelity Overseas Fund 36.99 38.88 41.11 48.01 333
Fidelity Asset Manager
Fund 17.54 18.08 17.28 18.38 7,096
Fidelity Retirement
Money Market Fund 1.00 1.00 1.00 1.00 974,954
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ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 2000 and 1999
(5) Investments
The following investments exceed 5% of the Plan's net assets available for
Plan benefits at December 31, 2000 and 1999:
2000 1999
----------- -----------
Fidelity Magellan Fund $ 1,185,585 $ 1,952,506
Fidelity Equity Income Fund 193,501 172,433
Fidelity Retirement Money Market Fund 889,395 974,954
Other - less than 5% 444,835 384,221
----------- -----------
Total investments $ 2,713,316 $ 3,484,114
=========== ===========
During 2000 and 1999, the Plan's investments had net realized and
unrealized and unrealized gains (losses) as follows:
2000 1999
----------- -----------
Armstrong Holdings, Inc. common stock $ (139,630) (1,745)
Fidelity Magellan Fund (192,967) 219,931
Fidelity Equity Income Fund 465 (3,590)
Fidelity Intermediate Bond Fund 3,097 (5,359)
Fidelity Overseas Fund (13,049) 2,984
Fidelity Asset Manager Fund (10,377) 6,371
----------- -----------
Net appreciation (depreciation) in fair
value of investments $ (352,461) $ 218,592
=========== ===========
The components of investment income (loss) for the years ended December 31,
2000 and 1999 are as follows:
2000 1999
----------- -----------
Investment income:
Interest and dividend income $ 159,780 $ 250,815
Net appreciation (depreciation) in fair value
of investments (352,461) 218,592
----------- -----------
$ (192,681) $ 469,407
=========== ===========
(6) Tax Status of the Plan
The Company has not yet received a determination letter from the Internal
Revenue Service as of December 31, 2000. However, the Plan administrator
and the Plan's management believe that the Plan is designed and is
currently being operated in compliance with the applicable requirements of
the Internal Revenue Code.
12
ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 2000 and 1999
(7) Plan Termination
Although it has not expressed intent to do so, the Plan administrator has
the right to terminate the Plan at any time, subject to the provisions of
ERISA. In the event of termination, participants will become fully vested
in their accounts.
(8) Related Party Transactions
Certain Plan investments are shares of common stock of Armstrong Holdings,
Inc. and shares of mutual funds managed by Fidelity Investments. Triangle
Pacific Corp. is a wholly-owned subsidiary of Armstrong World Industries,
Inc. Fidelity Management Trust Company is the Trustee as defined by the
Plan. Therefore, transactions involving these entities and funds qualify as
party-in-interest transactions.
13
ROBBINS HARDWOOD FLOORING, INC.
EMPLOYEES' RETIREMENT SAVINGS PLAN
Schedule of Assets Held for Investment Purposes at end of
year December 31, 2000
Current
Identity of issuer Description of investment value
------------------------------------ ---------------------------------------- ------------
Armstrong Holdings, Inc.* Common stock $ 47,578
Fidelity Investments* Fidelity Magellan Fund 1,185,585
Fidelity Investments* Fidelity Equity Income Fund 193,501
Fidelity Investments* Fidelity Intermediate Bond Fund 116,037
Fidelity Investments* Fidelity Overseas Fund 39,983
Fidelity Investments* Fidelity Asset Manager Fund 121,498
Fidelity Investments* Fidelity Retirement Money Market Fund 889,395
Participant loans* Loans to participants 119,739
------------
Total investments $ 2,713,316
============
*Party-in-interest
See accompanying independent auditors' report.
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