Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-K
ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
1934
For
the fiscal year ended December 31, 2007
Commission file
Number:
001-12933
AUTOLIV,
INC.
(Exact name of
registrant as specified in its charter)
Delaware
|
51-0378542
|
(State or
other jurisdiction of
|
(I.RS.
Employer
|
incorporation
or organization)
|
Identification
No.)
|
World
Trade Center,
Klarabergsviadukten
70, SE-107 24
Stockholm,
Sweden
(Address of
principal executive offices)
+46 8 587 20
600
(Registrant's
telephone number,
including area
code)
Securities
registered pursuant to Section 12(b) of the Act:
Title of
each class:
|
Name of
each exchange on which
|
|
registered: |
Common
Stock, par value $1.00 per share
|
New York
Stock Exchange
|
Swedish
Depository Receipts
|
Stockholm
Stock Exchange
|
Indicate by check
mark if the registrant is a well-known seasoned issuer, as defined in Rule 405
of the Securities Act: Yes [X] No [ ]
Indicate by check
mark if the registrant is not required to file reports pursuant to Section 13 or
Section 15(d) of the Act: Yes [ ] No [X]
Indicate by check
mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports); and (2) has been subject to such filing requirements for the past
90 days. Yes: [X] No: [ ]
Indicate by check
mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K
(?229.405 of this chapter) is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]
Indicate by check
mark whether the registrant is a large accelerated filer (as defined in Exchange
Act Rule 12b-2). Yes: [X] No: [ ]
Indicate by check
mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Act). Yes: [ ] No: [X ]
The aggregate
market value of the voting and non-voting common equity of Autoliv, Inc. as of
the last business day of the second fiscal quarter of 2007 amounted to $4,473
million.
Number of shares
of Common Stock outstanding as of February 15, 2008: 73,570,829.
DOCUMENTS
INCORPORATED BY REFERENCE
1. Portions of
the Annual Report to Shareholders for the fiscal year ended December 31, 2007
(the "Annual Report") are incorporated by reference into Parts I and
II.
2. Portions of
the definitive Proxy Statement dated March 10, 2008, for the annual
stockholders? meeting to be held May 6, 2008 (the "2008 Proxy Statement"), are
incorporated by reference into Part III.
3. Certain
Exhibits of Autoliv Inc.'s Registration Statement on Form S-4 filed on June 13,
1997 (File #333-23813)(the "Registration Statement") are incorporated by
reference into Part IV.
AUTOLIV,
INC.
Index
PART I
Item
1.
|
Business
|
Item
1A.
|
Risk
Factors
|
Item
1B.
|
Unresolved
Staff Comments
|
Item
2.
|
Properties
|
Item
3.
|
Legal
Proceedings
|
Item
4.
|
Submission
of Matters to a Vote of Security Holders
|
|
|
PART
II
|
Item
5.
|
Market for
Registrant?s Common Equity, Related Stockholder
|
|
Matters and
Issuer Purchases of Equity Securities
|
Item
6.
|
Selected
Financial Data
|
Item
7.
|
Management?s
Discussion and Analysis of Financial Condition
|
|
and Results
of Operations
|
Item
7A.
|
Quantitative
and Qualitative Disclosures about Market Risk
|
Item
8.
|
Financial
Statements and Supplementary Data
|
Item
9.
|
Changes in
and Disagreements with Accountants on Accounting
|
|
and
Financial Disclosure
|
Item
9A.
|
Controls
and Procedures
|
Item
9B.
|
Other
Information
|
|
|
PART
III
|
Item
10.
|
Directors,
Executive Officers and Corporate Governance
|
Item
11.
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Executive
Compensation
|
Item
12.
|
Security
Ownership of Certain Beneficial Owners and
|
|
Management
and Related Stockholder Matters
|
Item
13.
|
Certain
Relationships and Related Transactions, and Director
|
|
Independence
|
Item
14.
|
Principal
Accounting Fees and Services
|
|
|
PART
IV
|
Item
15.
|
Exhibits
and Financial Statement Schedules
|
PART
I
Item
1. Business*
General
Autoliv, Inc.
("Autoliv" or the "Company") is a Delaware corporation with its principal
executive offices in Stockholm, Sweden. The Company functions as a holding
corporation and owns two principal subsidiaries, Autoliv AB ("AAB") and Autoliv
ASP, Inc. ("ASP"). Autoliv's filings with the United States Securities and
Exchange Commission (the ?SEC?), which include this Annual Report on Form 10-K,
quarterly reports on Form 10-Q, current reports on Form 8-K, and all related
amendments, are made available free of charge on our corporate website at
www.autoliv.com and are available as soon as reasonably practicable after they
are electronically filed with the SEC.
Shares of Autoliv
common stock are traded on the New York Stock Exchange under the symbol "ALV"
and Swedish Depositary Receipts representing shares of Autoliv common stock
trade on the OMX Stockholm Stock Exchange under the symbol "ALIV". Options in
Autoliv shares are listed on the Chicago Board Options Exchange under the symbol
"ALIV". Autoliv's fiscal year ends on December 31.
AAB, a Swedish
corporation, is a leading developer, manufacturer and supplier to the automotive
industry of automotive safety systems. Starting with seatbelts in 1956, AAB
expanded its product lines to include seatbelt pretensioners (1989), frontal
airbags (1991), side-impact airbags (1994), steering wheels (1995) and seat
sub-systems (1996).
ASP, an Indiana
corporation, pioneered airbag technology in 1968 and has since grown into one of
the world's leading producers of airbag modules and inflators. ASP designs,
develops and manufactures airbag modules, inflators, airbag cushions, seatbelts,
and steering wheels. ASP sells inflators and modules for use in driver,
passenger, side-impact, and knee bolster airbag systems for worldwide automotive
markets.
________________________________________________________________________________
* This form 10-K
contains statements that are not historical facts but forward-looking statements
that involve risks and uncertainties that could cause the Company?s results to
differ materially from what is projected, including, but not limited to, the
following: higher raw material costs or other expenses; a major loss of
customers; increased competitive pricing pressure on the Company's business;
failure to develop or commercialize successfully new products or technologies;
the outcome of pending or future litigation and changes in governmental
procedures, laws or regulations, including environmental regulations; plant
disruptions or shutdowns due to accidents, natural acts or governmental action;
product liability and recall issues; and other difficulties in improving margin
or financial performance. In addition, the Company?s forward-looking statements
could be affected by general industry and market conditions and growth rates,
general domestic and international economic conditions, including currency
exchange rate fluctuations and other factors. Except for the Company?s ongoing
obligation to disclose material information under the federal securities laws,
the Company undertakes no obligation to update public and forward-looking
statements whether as a result of new information or future events. For any
forward-looking statements contained in any document, the Company claims the
protection of the safe harbor for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995.
Business
Autoliv was
created from the merger of AAB and ASP in 1997. Autoliv is the world's leading
supplier of automotive safety systems with a broad range of product offerings,
including modules and components for passenger and driver-side airbags,
side-impact airbag protection systems, seatbelts, steering wheels, safety
electronics, whiplash protection systems and child seats, as well as night
vision systems and other active safety systems. Autoliv has production
facilities in 29 countries and includes the world's largest car manufacturers
among its customers.
Autoliv's head
office is located in Stockholm, Sweden, and employs approximately 40 people.
Autoliv had approximately 35,300 employees at December 31, 2007, and a total
headcount, including temporary employees, of 41,900. Autoliv's sales in 2007
were $6.8 billion, approximately 65% of which consisted of airbags and
associated products and approximately 35% of which consisted of seatbelts and
associated products. Autoliv's most important markets are in Europe, United
States, Japan and Asia-Pacific.
The information
required by Item 1 regarding developments in the Company's business during 2007
is contained in the Annual Report on pages 5-11, 30-31 and 34 and is
incorporated herein by reference.
Financial
Information on Segments
Autoliv considers
its products to be components of integrated automotive safety systems, which
fall within a single industry segment. Autoliv has two different operating
segments; airbags/seatbelt products, and electronics/sensing products. For
financial reporting purposes these two operating segments have been aggregated
into a single operating segment in accordance with the provisions of FAS-131.
The financial data relating to Autoliv's business in this segment over the last
three fiscal years is contained in the Consolidated Financial Statements on
pages 45 through 62 of the Annual Report and is incorporated herein by
reference. A statement of net sales by product group for the last three years is
contained in Note 19 of the Notes to the Consolidated Financial Statements on
page 62 of the Annual Report and is incorporated herein by
reference.
Products,
Market and Competition
Information
concerning products, markets and competition is included in the sections headed
"Customers" and "Technology" on pages 14 through 19 of the Annual Report and is
incorporated herein by reference.
Manufacturing
and Production
Including joint
venture operations, Autoliv has approximately 80 wholly or partially owned
production facilities located in 29 countries, consisting of both component
factories and assembly factories. See "Item 2. Properties" for a description of
Autoliv's principal properties. The component factories manufacture inflators,
initiators, textile cushions, webbing materials, electronics, pressed steel
parts, springs and overmoulded steel parts used in seatbelt and airbag assembly,
seat subsystems, and steering wheels. The assembly factories source components
from a number of parties, including Autoliv's own component factories, and
assemble complete restraint systems for "just-in-time" delivery to customers.
The products manufactured by Autoliv's consolidated subsidiaries in 2007
consisted of more than 110 million complete seatbelt systems (of which more than
52 million were fitted with pretensioners), approximately 45 million side-impact
airbags (including curtain airbags), more than 27 million frontal airbag
modules, approximately 11 million steering wheels and approximately 9 million
electronic units.
Autoliv's
"just-in-time" delivery systems have been designed to accommodate the specific
requirements of each customer for low levels of inventory and rapid stock
delivery service. "Just-in-time" deliveries require final assembly, or at least,
distribution centers in geographic areas close to customers to facilitate rapid
delivery. The fact that the major automobile manufacturers are continually
expanding production activities into more countries and require the same or
similar safety systems as those produced in Europe, Japan or the United States
increases the importance to suppliers of having assembly capacity in several
countries. Consolidation among our customers also supports this
trend.
If the supply of
raw materials and components is not disrupted, Autoliv's assembly operations
generally are not constrained by capacity considerations. Autoliv can adjust
capacity in response to changes in demand within a few weeks by adding or
removing work shifts and within a few months by adding or removing standardized
production and assembly lines. Most of Autoliv's assembly factories can make
sufficient space available to accommodate additional production lines to satisfy
foreseeable increases in capacity. As a result, Autoliv can usually adjust its
manufacturing capacity faster than its customers can adjust their capacity to
fluctuations in the general demand for vehicles or in the demand for a specific
vehicle model, provided that customers notify Autoliv when they become aware of
such changes in demand.
Quality
Management
Autoliv believes
that superior quality is a prerequisite for it to be considered a leading global
supplier of automotive safety systems. This means both that Autoliv?s products
must always meet performance expectations, and that Autoliv?s products must be
delivered to its customers at the right times and in the right
amounts.
Autoliv has for
many years practiced a ?zero-defect? proactive quality policy, and
continues to strive to improve its working methods. This pursuit of excellence
extends from the earliest phases of product development to the proper product
disposal following many years of use in a vehicle. Autoliv's comprehensive
Autoliv Product Development System (APDS) process includes several key check
points during the development of new products that are designed to ensure that
new products are well-built and have no hidden weaknesses.
The Autoliv
Production System (APS) is at the core of Autoliv?s manufacturing
philosophy. APS integrates essential quality elements, such as
mistake proofing, statistical process control and operator involvement, into the
manufacturing processes. This ?zero-defect? policy extends beyond Autoliv to the
entire supplier base. The global Autoliv Supplier Manual, which is based on
strict automotive standards, defines the quality requirements, as well as the
collaboration model to the supply base.
Autoliv continues
to execute its plan to have all subsidiaries certified to ISO/TS 16949, a global
automotive quality management system. At present, approximately 93% of Autoliv?s
subsidiaries have been certified to this new quality standard. These
subsidiaries account for close to 100% of Autoliv's sales. The non-certified
subsidiaries are primarily new subsidiaries that have not yet been
certified.
Additional
information on quality management is included in the section "Quality
Excellence" on page 21 of the Annual Report and is incorporated herein by
reference.
Environmental
and Safety Regulations
For information
on how environmental and safety regulations affect our business, see ?Risk
Factors ? Our business may be adversely affected by environmental and safety
regulations or concerns? in Item 1A as well as on page 40 of the Annual Report
which is incorporated herein by reference.
Raw
materials
For information
on the sources and availability of raw materials, see "Risk Factors - Changes in
the source, cost and availability of raw materials and components may
adversely afffect our profit margins" in Item 1A and page 39 of the Annual
Report which is incorporated herein by reference.
Intellectual
Property
For information
on our use of intellectual property and its importance to us, see " Risk Factors
- If our patents are declared invalid or our technology infringes on the
proprietary rights of others, our ability to compete may be impaired" in Item 1A
and page 40 of the Annual Report which is incorporated herein by
reference.
Seasonality
and Backlog
Autoliv's
business is not subject to significant seasonal fluctuations. Autoliv has frame
contracts with car manufacturers which contracts are typically entered into up
to three years before the start of production of the relevant car model or
platform and provide for a term covering the life of said car model or platform.
However, typically these contracts do not provide minimum quantities, prices or
exclusivity but permit the manufacturer to resource the relevant products at
given intervals (or at any time) from other suppliers.
Dependence
on Customers
For information
on our dependence on customers, see " Risk Factors - Our business could be
materially and adversely affected if we lost any of our largest customers? in
Item 1A and page 40 of the Annual Report which is incorporated herein by
reference.
Research,
Development and Engineering
Expenses incurred
for research, development and engineering activities were $395.7 million, $397.6
million and $385.8 million for the years ended December 31, 2007, 2006 and 2005,
respectively. Additional information on research, development and engineering is
included in the section headed "Technology" on pages 18-19 of the Annual Report
and is incorporated herein by reference.
Regulatory
Costs
The fitting of
seatbelts in motor vehicles is mandatory in almost all countries. In addition,
most developed countries also require that seats in intercity buses and
commercial vehicles be fitted with seatbelts. In the United States, federal
legislation requires frontal airbags, both on driver-side and passenger-side, in
all new passenger cars and in all new light vehicles, which are defined as
unloaded vehicle weight of 5,500 pounds or less.
The National
Highway Traffic Safety Administration (the ?NHTSA?) issued a Final Rule in
August 2007 to upgrade the current side impact crash certification test. The
upgrade is intended to improve occupant safety in near-side lateral crashes by
adding head impact protection requirements, adding a lateral impact test of the
vehicle into a stationary pole, and utilizing new (more biofidelic) test dummies
- covering both the average adult male occupant (50th percentile), and smaller
(5th percentile) occupants. The new requirements will be phased in during a
three-year period for vehicle certification from the 2010 model year. Autoliv
believes that the upgraded federal standard for side impact protection will
promote the installation of side impact head protection airbags, so-called
curtain airbags, and other side-impact airbags.
For information
concerning the material effects on our business relating to our compliance with
government regulations, see " Risk Factors - Our business may be adversely
affected by environmental and safety regulations or concerns? in Item 1A and
page 40 of the Annual Report, which is incorporated herein by
reference.
Employees
At December 31,
2007, Autoliv and its subsidiaries had approximately 35,300 employees. In
addition, Autoliv had approximately 6,600 temporary hourly workers during 2007.
Autoliv considers its relationship with its employees to be good and has not
experienced any major strike or other significant labor dispute in recent
years.
Important unions
to which some of Autoliv's employees belong in Europe include: IG Metall and
Textil und Bekleidung in Germany, Amicus in the United Kingdom, Confederation
Generale des Travaileurs in France, Federacion Minerometalurgica, Union General
de Trabajadores, Comisiones Obereras in Spain and Swedish Metal Workers Union
and the Swedish Association of Graduated Engineers in Sweden.
In addition,
Autoliv?s employees in other regions are represented by the following
unions: the Metal Workers Union in Australia, the Canadian Automotive
Workers in Canada, and Sindicato Nacional de Trabajadores de la Industria
Metalurgica y Similares in Mexico.
In many European
countries in which we operate, wages, salaries and general working conditions
are negotiated with local unions and/or are subject to centrally negotiated
collective bargaining agreements. The terms of our various agreements with
unions typically range between 1-3 years. Most of our subsidiaries in Europe
must negotiate with the applicable local unions important changes in operations,
working and employment conditions. In the United Kingdom and the
United States there is far less union involvement in establishing wages,
salaries and working conditions. Twice a year, the Company's management conducts
a meeting with the European Work Council (EWC) to provide employee
representatives with important information and a forum for the exchange of ideas
and opinions.
Many Asia Pacific
countries regulate salary adjustments on an individual basis each year. In Korea
and Thailand, employee organizations are involved in various
processes.
Financial
Information on Geographic Areas
Financial
information concerning Autoliv's geographic areas is included in the section
titled ?Global Presence? on page 14 as well as in Note 19 of the Notes to
Consolidated Financial Statements on page 62 of the Annual Report and is
incorporated herein by reference. See also Item 1A ?Risk Factors ? Our business
is exposed to risks inherent in global operations?.
Joint
Ventures
An important
element of Autoliv's strategy has been to establish joint ventures to promote
its geographical expansion and technological development and to gain assistance
in marketing Autoliv's full product line to local automobile manufacturers.
Autoliv is not currently involved in any joint ventures that have been formed
for the purpose of developing technology, but it is possible that strategic
alliances combining Autoliv?s technologies and expertise with that of other may
expand business opportunities in the future. These joint venture operations are
accounted for according to the equity method. Total sales of Autoliv's joint
venture operations to customers outside the consolidated Autoliv entity were
approximately $126 million in the fiscal year ended December 31,
2007.
Autoliv
Joint Ventures at December 31, 2007
Country/
|
|
%
Ownership by Autoliv
|
|
|
China
|
|
30%
|
Changchun
Hongguang-Autoliv Vehicle Safety Systems Co. Ltd.,
Changchun
|
45%
|
Shanghai-VOA
Webbing Belt Co. Ltd., Shanghai
|
|
|
France
|
|
49%
|
EAK SA
Composants pour L?Industrie Automobile, Valentigney
|
49%
|
EAK SNC
Composants pour L?Industrie Automobile, Valentigney
|
|
|
Malaysia
|
|
49%
|
Autoliv-Hirotako
Safety Sdn Bhd (parent and subsidiaries), Kuala Lumpur
|
|
|
Autoliv typically
contributes design and production knowledge to joint ventures, with the local
partner providing sales support and manufacturing facilities. Some of these
local partners manufacture and sell standardized seatbelt systems, and will,
through the joint venture with Autoliv, be able to upgrade their technology to
meet specific customer demands and/or expand their product offerings. In
addition to joint ventures in emerging markets, Autoliv has also established
joint ventures in developed markets, such as France, either to strengthen its
sales position or to gain access to the market.
Available
information
The public may
read and copy any materials Autoliv files with the SEC at the SEC?s Public
Reference Room at 450 Fifth Street, NW, Washington, DC 20549. The public may
obtain information on the operation of the Public Reference Room by calling the
SEC at (1)202-942-8090. Further information regarding filings with the SEC is
included in the section titled "Readers Guide and Financial Information" on page
2 of the Annual Report and is incorporated herein by reference.
Item
1A Risk Factors
Our business,
financial condition, operating results and cash flows may be impacted by a
number of factors. In addition to the factors affecting specific business
operations identified in connection with the description of these operations and
the financial results of these operations elsewhere in this Report, the most
significant factors affecting our operations include the following:
Changes
in the source, cost and availability of raw materials and components may
adversely affect our profit margins
Our business uses
a broad range of raw materials and components in the manufacture of our
products, nearly all of which are generally available from a number of qualified
suppliers. Peaks in worldwide demand for certain raw materials have had an
impact on raw material costs and availability. Our business has not generally
experienced significant or long-term difficulty in obtaining raw materials.
However, the cost of direct materials amounted to approximately 51% of our sales
in 2007. Of the direct materials costs, approximately 40% comprise raw materials
costs and approximately 60% comprise value-added costs by the supply chain.
Continued increases in the price of the raw materials and components we require
to manufacture our products could materially increase our operating costs and
materially and adversely affect our profit margin. While we have developed and
implemented strategies to mitigate or partially offset the impact of higher raw
material, energy and commodity costs, these strategies, together with commercial
negotiations with our customers and suppliers, offset only a portion of the
adverse impact. In addition, no assurances can be given that the magnitude and
duration of these cost increases or any future cost increases will not have a
larger adverse impact on our profitability and consolidated financial position
than currently anticipated.
Adverse
developments affecting one or more of our major suppliers could harm our
profitability
Certain of our
suppliers are financially distressed or may become financially distressed. Any
significant disruption in our supplier relationships, including certain
relationships with sole-source suppliers, could harm our profitability,
resulting in a decline in the value of our common stock. Furthermore,
our suppliers may not be able to handle the commodity cost increases and still
perform as we expect. The unstable condition of some of our suppliers or
their failure to perform has led to an increased risk of delivery delays and
production issues. The overall condition of our supply base may possibly lead to
further delivery delays, production issues or delivery of non-conforming
products by our suppliers in the future. Even where these risks do not
materialize, we may incur costs as we try to make contingency plans for such
risks.
Delays
or stoppages in the delivery of components that are produced by a single
supplier would result in supply interruption to our customers and could
negatively impact our business
In some cases we
depend on a single supplier for specific components relating to several customer
programs. The failure of a supplier to perform as expected could result in a
delay for Autoliv to supply complete products to several of our customers in a
timely manner. This non-performance on the part of a supplier may consist of:
delivery delays; failures caused by production issues; or delivery of
non-conforming products. The risk of non-performance may also result from the
insolvency or bankruptcy of one or more of our suppliers. Such non-performance
could cause several of our customers to halt their own production processes. In
such instances, we may lose income due to the reduced volume of supplied
products and may also be exposed to the risk that our customers may seek to
recoup from us consequential losses incurred as a result of their lost
production.
Our
ability to operate our company effectively could be impaired if we fail to
attract and retain key personnel
Our ability to
operate our business and implement our strategies effectively depends, in part,
on the efforts of our executive officers and other key employees. In addition,
our future success will depend on, among other factors, our ability to attract
and retain other qualified personnel, particularly engineers and other employees
with electronics and software expertise. The loss of the services of any of our
key employees or the failure to attract or retain other qualified personnel
could have a material adverse effect on our business.
We
operate in highly competitive markets
The markets in
which we operate are highly competitive. We compete with a number of other
manufacturers that produce and sell similar products. Our products primarily
compete on the basis of price, manufacturing and distribution capability,
product design, product quality, product delivery and product service. Some of
our competitors are companies, or divisions, units or subsidiaries of companies
that are larger and have greater financial and other resources than Autoliv. Our
products may not be able to compete successfully with the products of our
competitors. In addition, our competitors may foresee the course of market
development more accurately than we do, develop products that are superior to
our products, have the ability to produce similar products at a lower cost than
we can or adapt more quickly than we do to new technologies or evolving
regulatory, industry or customer requirements. As a result, our products may not
be able to compete successfully with their products. We may encounter increased
competition in the future from existing competitors or new
competitors.
Additional
information concerning competition is included on page 15 in section ?Change in
Competition? and in the ?Management?s Discussion and Analysis? section ?Risks
and Risk Management? on page 40 of the Annual Report and is incorporated herein
by reference.
Our
business is exposed to risks inherent in global operations
Due to our global
operations, we are subject to many laws governing international relations
(including but not limited to the Foreign Corrupt Practices Act and the U.S.
Export Administration Act), which prohibit improper payments to government
officials and restrict where we can do business, what information or products we
can supply to certain countries and what information we can provide to a
non-U.S. government.
We also have
manufacturing and distribution facilities in many foreign countries. Some of
these countries are emerging markets. International operations, especially in
emerging markets, are subject to certain risks inherent in doing business
abroad, including:
?
|
Exposure to
local economic conditions;
|
?
|
Expropriation
and nationalization;
|
?
|
Withholding
and other taxes on remittances and other payments by
subsidiaries;
|
?
|
Investment
restrictions or requirements; and
|
?
|
Export and
import restrictions.
|
Increasing our
manufacturing footprint in the Asian markets and our business relationships with
Asian automotive manufacturers are particularly important elements of our
strategy. As a result, our exposure to the risks described above may be greater
in the future. The likelihood of such occurrences and their potential impact on
us vary from country to country and are unpredictable.
Global
integration may result in additional risks
Because of our
efforts to integrate our operations globally to manage cost, we face the
additional risk that should any of the other risks discussed herein materialize,
the negative effects could be more pronounced. For example, while supply delays
of a component would historically typically only affect a few customer models,
such a delay could now affect several models of several customers in several
geographic areas. Similarly, should we face a recall or warranty issue due to a
defective product, such recall or warranty issue is now more likely to involve a
larger number of units in several geographic areas.
Exchange
rate risks
In addition, as a
result of our global presence, a significant portion of our revenues and
expenses are denominated in currencies other than the U.S. dollar. We are
therefore subject to foreign currency risks and foreign exchange
exposure.
The
cyclical nature of automotive sales and production can adversely affect our
business
Our business is
directly related to automotive sales and automotive vehicle production by our
customers. Automotive sales and production are highly cyclical and depend on
general economic conditions and other factors, including consumer spending and
preferences as well as changes in interest rate levels, consumer confidence and
fuel costs. In addition, automotive sales and production can be affected by
labor relations issues, regulatory requirements, trade agreements and other
factors. Any significant economic decline that results in a reduction in
automotive sales and production by our customers will have a material adverse
effect on our business, results of operations and financial condition. Our sales
are also affected by inventory levels and our customers? production levels. We
cannot predict when our customers will decide to either build or reduce
inventory levels or whether new inventory levels will approximate historical
inventory levels. This may result in variability in our sales and financial
condition. Uncertainty regarding inventory levels may be exacerbated by
favorable consumer financing programs initiated or terminated by our customers
as such changes may affect the timing of their sales.
Loss
of market share by domestic vehicle manufacturers may adversely affect our
results in the future
In recent years,
the Detroit Three (i.e. Ford Motor Company, General Motors Corporation and
Chrysler LLC) have seen a decline in their market share for vehicle sales
particularly in North America, with Asian automobile manufacturers increasing
their share. Currently, 13% of our global sales derives from the Detroit Three
North American operations, while Asian manufacturers already account for 27% of
our global sales. However, if this trend of Detroit Three market share loss
continues and our share of business with Asian vehicle manufacturers does not
increase, our results could be materially and adversely affected.
Our
business could be materially and adversely affected if we lost any of our
largest customers
Autoliv is
dependent on a relatively small number of automobile manufacturers with strong
purchasing power, as a result of high market concentration, that has developed
due to customer consolidation during the last couple of decades. Our five
largest customers represented 59% of our combined sales for 2007, with Ford
(including Volvo) accounting for 18%, Renault/Nissan accounting for 12%, the GM
companies accounting for 11%, the Volkswagen group for 10% and PSA (Peugeot) for
8%. Our largest contract accounted for 5% of our total fiscal 2007 sales. This
current contract is due to expire in 2012, but can be renewed and extended.
Although business with any given customer is typically split into several
contracts (usually one contract per vehicle model), the loss of all of the
business of any of our primary customers could have a material adverse effect on
our business, results of operations and financial condition.
In addition,
automobile manufacturers seek competitive quotes from suppliers and demand
significant price reductions over a product's life cycle. In line with our
customers' purchasing strategies, we have implemented cost-saving programs that
management believes will help reduce our own material, production and
administrative costs.
Information
concerning our major customers is included on pages 14 and 16 in the
section headed ?Customer? and in Note 19 of the Consolidated Financial
Statements on page 62 of the Annual Report, and is incorporated herein by
reference.
Escalating
pricing pressures from our customers may adversely affect our
business.
The automotive
industry has been characterized by pricing pressure from customers for many
years. This trend is partly attributable to the major automobile manufacturers'
strong purchasing power. Similar to other automobile component manufacturers, we
expect to quote, under certain circumstances, fixed or maximum prices for
long-term supply arrangements. Our future profitability will depend upon, among
other things, our ability to continue to reduce our cost per unit and maintain a
cost structure, internally and with our suppliers, that will enable Autoliv to
remain cost-competitive. Our profitability may also be influenced by our success
in designing and marketing technological improvements in automotive safety
systems. If we are unable to offset continued price reductions through improved
operating efficiencies and reduced expenditures, these price reductions may have
a material adverse effect on our business, results of operations and financial
condition.
Additional
information on pricing pressure is included in the ?Management?s Discussion and
Analysis? section "Risks and Risk Management" on page 39 of the Annual Report
and is incorporated herein by reference.
The
discontinuation of, the loss of business with respect to or a lack of commercial
success of a particular vehicle model for which we are a significant supplier
could reduce our sales and harm our profitability
Although we have
frame contracts from many of our customers, these frame contracts generally
provide for the supply of a customer?s annual requirements for a particular
model and assembly plant, renewable on a year-to-year basis, rather than for the
purchase of a specific quantity of products. Therefore, the discontinuation of,
the loss of business with respect to or a lack of commercial success of a
particular vehicle model for which we are a significant supplier could reduce
our sales and harm our profitability, thereby making it more difficult for us to
make payments under our indebtedness or resulting in a decline in the value of
our common stock.
Work
stoppages or other labor issues at our customers' facilities or at our
facilities could adversely affect our operations
The turbulence in
the automotive industry and actions taken by our customers and other suppliers
to address negative industry trends may have the side effect of exacerbating
labor relations problems at those companies. If any of our customers experience
a material work stoppage, that customer may halt or limit the purchase of our
products. Similarly, a work stoppage at another supplier could interrupt
production at our customer which would have the same effect. This could cause
Autoliv to shut down production facilities supplying these products, which could
have a material adverse effect on our business, results of operations and
financial condition. While labor contract negotiations at our locations
historically have rarely resulted in work stoppages, we cannot assure you that
we will be able to negotiate acceptable contracts with these unions or that our
failure to do so will not result in work stoppages. A work stoppage at one or
more of our plants, or our customers? facilities could have a material adverse
effect on our business.
We
may not be able to respond quickly enough to changes in technology and
technological risks, and to develop our intellectual property into commercially
viable products
Changes in
legislative, regulatory or industry requirements or in competitive technologies
may render certain of our products obsolete or less attractive. Our ability to
anticipate changes in technology and regulatory standards and to successfully
develop and introduce new and enhanced products on a timely basis will be a
significant factor in our ability to remain competitive. We cannot provide
assurance that we will be able to achieve the technological advances that may be
necessary for us to remain competitive or that certain of our products will not
become obsolete. We are also subject to the risks generally associated with new
product introductions and applications, including lack of market acceptance,
delays in product development and failure of products to operate
properly.
To compete
effectively in the automotive supply industry, we must be able to launch new
products to meet our customers? demand in a timely manner. We cannot provide
assurance, however, that we will be able to install and certify the equipment
needed to produce products for new product programs in time for the start of
production, or that the transitioning of our manufacturing facilities and
resources to full production under new product programs will not impact
production rates or other operational efficiency measures at our facilities In
addition, we cannot provide assurance that our customers will execute on
schedule the launch of their new product programs, for which we might supply
products. Our failure to successfully launch new products, or a failure by our
customers to successfully launch new programs, could adversely affect our
results.
If
our patents are declared invalid or our technology infringes on the proprietary
rights of others, our ability to compete may be impaired
We have developed
a considerable amount of proprietary technology related to automotive safety
systems and rely on a number of patents to protect such technology. We primarily
protect our innovations with patents, and vigorously protect and defend our
patents, trademarks and know-how against infringement and unauthorized use. At
present, we hold approximately 4,500 patents covering a large number of
innovations and product ideas, mainly in the fields of seatbelt and airbag
technologies. We utilize, and have access to, the patents of our joint ventures.
These patents expire on various dates during the period 2008 to 2027. We do not
expect the expiration of any single patent to have a material adverse effect on
our business, results of operations and financial condition. Although we believe
that our products and technology do not infringe the proprietary rights of
others, third parties may assert infringement claims against us in the future.
Also, any patents now owned by us may not afford protection against competitors
that develop similar technology.
We
are involved from time to time in legal proceedings and commercial or
contractual disputes, which could have an adverse impact on our profitability
and consolidated financial position
We are involved
in legal proceedings and commercial or contractual disputes that, from time to
time, are significant. These are typically claims that arise in the normal
course of business including, without limitation, commercial or contractual
disputes, including disputes with our suppliers, intellectual property matters,
personal injury claims, environmental issues, tax matters and employment
matters. No assurances can be given that such proceedings and claims will not
have a material adverse impact on our profitability and consolidated financial
position or that reserves or insurance will mitigate such impact.
We
may incur material losses and costs as a result of product liability and
warranty and recall claims that may be brought against us
We face an
inherent business risk of exposure to product liability and warranty claims in
the event that our products actually or allegedly fail to perform as expected or
the use of our products results, or is alleged to result, in bodily injury
and/or property damage. Accordingly, we could experience material
warranty or product liability losses in the future and incur significant costs
to defend these claims.
In addition, if
any of our products are, or are alleged to be, defective, we may be required to
participate in a recall involving such products. Every vehicle manufacturer has
its own practices regarding product recalls and other product liability actions
relating to its suppliers. As suppliers become more integrally involved in the
vehicle design process and assume more of the vehicle assembly functions,
vehicle manufacturers are increasingly looking to their suppliers for
contribution when faced with recalls and product liability claims. A recall
claim or a product liability claim brought against Autoliv in excess of our
available insurance may have a material adverse effect on our business. Vehicle
manufacturers are also increasingly requiring their outside suppliers to
guarantee or warrant their products and bear the costs of repair and replacement
of such products under new vehicle warranties. A vehicle manufacturer may
attempt to hold us responsible for some or the entire repair or replacement
costs of defective products under new vehicle warranties, when the product
supplied did not perform as represented. Accordingly, the future costs of
warranty claims by our customers may be material. However, we believe our
established reserves are adequate to cover potential warranty settlements. Our
warranty reserves are based upon our best estimates of amounts necessary to
settle future and existing claims. Although we regularly evaluate the
appropriateness of these reserves, and adjust them when appropriate, the final
amounts determined to be due related to these matters could differ materially
from our recorded estimates.
Our
business may be adversely affected by environmental and safety regulations or
concerns
We are subject to
the requirements of environmental and occupational safety and health laws and
regulations in the United States and other countries. We cannot assure you that
we have been or will be at all times in complete compliance with all of these
requirements, or that we will not incur material costs or liabilities in
connection with these requirements in excess of amounts we have reserved. Such
regulations are subject to a number of factors that are not within our control,
including adverse publicity regarding the safety risks of airbags to children
and small adults, domestic and foreign political developments, and litigation
relating to our products and our competitors' products. In addition, these
requirements are complex, subject to change and have tended to become more and
more stringent. Accordingly, such requirements may change or become more
stringent in the future.
To reduce our
exposure to environmental risk, we implemented an environmental plan in 1996
based on our environmental policy. According to the plan, we sought to certify
according to ISO 14001, an international standard for environmental management
systems, all our plants and units. To date, 63 of our facilities,
representing almost 100% of our consolidated sales, have been certified
according to ISO 14001.
We have no
pending material environmental related issues. However, we have made and will
continue to make capital and other expenditures to comply with environmental
requirements. These regulatory developments or adverse publicity
related thereto may adversely affect customer demand for our automotive safety
products. Such changes could also result in slower increases, or in decreases,
in demand for automotive safety products in other countries.
Additional
information relating to our environmental management is included in the section
?Environmental Management? on page 29 and in the ?Management?s Discussion and
Analysis? section ?Risks and Risk Management? on page 40 of the Annual Report
and is incorporated herein by reference.
Item
1B. Unresolved Staff Comments.
Not
applicable.
Item
2. Properties
Autoliv's
principal executive offices are located in the World Trade Center,
Klarabergsviadukten 70, SE-107 24, Stockholm, Sweden. Autoliv's various
businesses operate in a number of production facilities and offices. Autoliv
believes that its properties are adequately maintained and suitable for their
intended use and that the Company's production facilities have adequate capacity
for the Company's current and foreseeable needs. All of Autoliv's production
facilities and offices are owned or leased by operating (either subsidiary or
joint venture) companies.
AUTOLIV
MANUFACTURING FACILITIES
Country/
Company
|
Location
of Facility
|
Items
Produced at Facility
|
Owned/
Leased
|
|
|
|
|
Argentina
|
|
|
|
Autoliv
Argentina SA
|
Buenos
Aires
|
Seatbelts
and airbags
|
Owned
|
|
|
|
|
Australia
|
|
|
|
Autoliv
Australia Proprietary Ltd
|
Melbourne
|
Seatbelts
and airbags
|
Leased
|
VOA Webco
Pty Ltd
|
Melbourne
|
Seatbelt
webbing
|
Leased
|
|
|
|
|
Brazil
|
|
|
|
Autoliv do
Brasil Ltda
|
Taubat?
|
Seatbelts,
airbags, steering wheels and webbing
|
Owned
|
|
|
|
|
Canada
|
|
|
|
VOA Canada,
Inc
|
Collingwood
|
Seatbelt
webbing
|
Owned
|
Autoliv
Canada, Inc
|
Tilbury
|
Airbag
cushions
|
Owned
|
Autoliv
Electronics Canada, Inc
|
Markham,
Ontario
|
Airbag
electronics
|
Leased
|
|
|
|
|
Czech
Republic
|
|
|
|
Autoliv
Stakupress s.r.o
|
Kraliky
|
Seatbelt
components
|
Leased
|
|
|
|
|
China
|
|
|
|
Autoliv
Vehicle Safety Systems Co. Ltd
|
Shanghai
|
Airbags and
steering wheels
|
Owned
|
Autoliv
MawHung Vehicle Safety
Systems Co.
Ltd
|
Changchun
|
Seatbelts
|
Owned
|
Changchun
Hongguang-Autoliv
Vehicle
Safety System Co. Ltd
|
Changchun
|
Seatbelts
|
Leased
|
Nanjing
Hongguang Autoliv
Safety
Systems Co. Ltd
|
Nanjing
|
Seatbelts
|
Leased
|
Shanghai-VOA
Webbing Belt Co Ltd
|
Shanghai
|
Seatbelt
webbing
|
Owned
|
Autoliv
Vehicle Safety Systems Co., Ltd.
|
Guangzhou
|
Seatbelts
|
Leased
|
Autoliv
Inflator Co., Ltd
|
Shanghai
|
Inflators
|
Owned
|
Autoliv
(China) Electronics Co., Ltd
|
Shanghai
|
Safety
electronics, controllers and sensors
|
Owned
|
|
|
|
|
Estonia
|
|
|
|
Norma
AS
|
Tallinn
|
Seatbelts
and belt components
|
Owned
|
|
|
|
|
France
|
|
|
|
Autoliv
France SNC
|
Gournay-en-Bray
|
Seatbelts
and airbags, production machinery equipment
|
Owned
|
EAK
Composants pour L?Industrie
Automobile
|
Valentigney
|
Seatbelts
and airbags
|
Owned
|
Isodelta
SA
|
Chir?-de-Montreuil
|
Steering
wheels and covers
|
Owned
|
Livbag
SA
|
Pont-de-Buis
|
Airbag
inflators
|
Owned
|
NCS
Pyrotechnie et Technologies SAS
|
Survilliers
|
Initiators
for airbag inflators
|
Owned
|
Autoliv
Electronic SAS
|
Cergy-Pontoise
|
Airbag
electronics
|
Leased
|
|
Saint-Etienne
du Rouvray
|
Airbag
electronics
|
Leased
|
|
|
|
|
Germany
|
|
|
|
Autoliv
B.V. & Co. KG
|
Dachau
|
Airbags
|
Leased
|
|
Elmshorn
|
Seatbelts
|
Owned
|
|
Braunschweig
|
Airbags
|
Owned
|
Autoliv
Sicherheitstechnik GmbH
|
Dobeln
|
Seatbelts
and pretensioners
|
Owned
|
Stakupress
GmbH
|
Norderstedt
|
Seatbelt
components
|
Leased
|
Autoliv
Protektor GmbH
|
Lubeck
|
Seatbelts
|
Leased
|
|
|
|
|
Hungary
|
|
|
|
Autoliv
KFT
|
Sopronkovesd
|
Seatbelts
|
Owned
|
|
|
|
|
India
|
|
|
|
Autoliv-IFB
India Ltd
|
Bangalore
|
Seatbelts
|
Leased
|
|
|
|
|
Indonesia
|
|
|
|
P.T.
Autoliv Indonesia
|
Jakarta
|
Seatbelts
|
Leased
|
|
|
|
|
Japan
|
|
|
|
Autoliv
Kabushiki Kaisha Ltd
|
Tsukuba
|
Airbags
|
Owned
|
|
Atsugi
|
Steering
wheels
|
|
|
Fujisawa
|
Seatbelts
|
|
|
Hiroshima
|
Steering
wheels
|
Owned
|
Autoliv-Nichiyu
Japan Co. Ltd |
Taketoyo |
Airbag
inflators |
Owned
|
|
|
|
|
Korea
|
|
|
|
Autoliv
Corporation
|
Seoul
|
Airbags and
seatbelts
|
Owned
|
|
|
|
|
Malaysia
|
|
|
|
Autoliv-Hirotako
Safety Sdn Bhd
|
Kuala
Lumpur
|
Seatbelts,
airbags and steering wheels
|
Owned
|
|
|
|
|
Mexico
|
|
|
|
Autoliv
Mexico SA de CV
|
Lerma
|
Seatbelts
and airbags
|
Owned
|
Autoliv
Safety Technologies
de Mexico
SA de CV
|
Tijuana
|
Seatbelts
|
Leased
|
Autoliv
Steering Wheels Mexico,
SA. de RL.
de CV.
|
Quer?taro
|
Airbag
cushions
|
Leased
|
|
Quer?taro
|
Steering
wheels
|
Leased
|
|
Quer?taro
|
Airbags
|
Leased
|
|
|
|
|
Netherlands
|
|
|
|
Van Oerle
Alberton BV
|
Boxtel
|
Seatbelt
webbing
|
Owned
|
|
|
|
|
Philippines
|
|
|
|
Autoliv QB
Inc
|
Manila
|
Seatbelts
|
Leased
|
Autoliv-Izumi
Co
|
Cebu
|
Steering
wheels
|
Owned
|
|
|
|
|
Poland
|
|
|
|
Autoliv
Poland Sp z.o.o.
|
Olawa
|
Airbag
cushions
|
Owned
|
|
Jelcz-Laskowice
|
Seatbelts
|
Owned
|
|
Dlugoleka
|
Seatbelt
components
|
Leased
|
|
|
|
|
Romania
|
|
|
|
Autoliv
Romania SA
|
Brasov
|
Seatbelts
|
Owned
|
Van Oerle
Alberton BV
|
Brasov
|
Seatbelt
webbing
|
Owned
|
Autoliv
Electronics Europe
|
Timisoara
|
Safety
electronics
|
Leased
|
Autoliv
Inflator Romania
|
Brasov
|
Inflators
|
Owned
|
Textiles
Romania
|
Lugoj
|
Airbag
Textiles
|
Owned
|
South
Africa
|
|
|
|
Autoliv
Southern Africa Pty Ltd
|
Johannesburg,
Gauteng
|
Seatbelts,
airbags and steering wheels
|
Owned
|
|
|
|
|
Spain
|
|
|
|
Autoliv-KLE
SA
|
Barcelona
|
Seatbelts
|
Owned
|
Autoliv-BKI
SA
|
Valencia
|
Airbags
|
Owned
|
|
|
|
|
Sweden
|
|
|
|
Autoliv
Sverige AB
|
Vargarda
|
Airbags,
seatbelts and integrated child seats
|
Owned
|
Autoflator
AB
|
Vargarda
|
Cold
inflators
|
Owned
|
Autoliv
Mekan AB
|
Hassleholm
|
Components
for car seats
|
Owned
|
Autoliv
Electronics AB
|
Motala
|
Safety
electronics
|
Leased
|
|
|
|
|
Taiwan
|
|
|
|
Mei-An
Autoliv Co. Ltd
|
Taipei
|
Seatbelts
and airbags
|
Leased
|
|
|
|
|
Thailand
|
|
|
|
Autoliv
Thailand Ltd
|
Chonburi
|
Seatbelts
and airbags
|
Owned
|
|
|
|
|
Tunisia
|
|
|
|
Autoliv
Tunisia Zriba
|
Zriba
|
Seatbelts
|
Owned
|
Autoliv
Steering Wheels Tunisia
|
El Fahs and
Nadhour
|
Leather
wrapping of steering wheels
|
Owned
|
|
|
|
|
Turkey
|
|
|
|
Autoliv
Cankor Otomotiv Emniyet Sistemleri Sanayi Ve Ticaret AS
|
Gebze-Kocaeli
|
Seatbelts
and airbags
|
Owned
|
Autoliv
Spring Dynamics Turkey Ltd
|
Gebze-Kocaeli
|
Springs for
retractors and height adjusters
|
Leased
|
Autoliv
Leather Steering Wheel Ltd. Co.
|
Gebze-Kocaeli
|
Leather
wrapping of steering wheels
|
Leased
|
|
|
|
|
United
Kingdom
|
|
|
|
Autoliv
Spring Dynamics Ltd
|
Milton
Keynes
|
Springs for
belt retractors and height adjusters
|
Leased
|
Airbags
International Ltd
|
Congleton
|
Airbag
cushions
|
Owned
|
|
|
|
|
USA
|
|
|
|
Autoliv
ASP, Inc.
|
Brigham
City, Utah
|
Inflators
and service parts
|
Owned
|
|
Madisonville,
Kentucky
|
Seatbelts
|
Owned
|
|
Columbia City,
Indiana |
Steering
Wheels |
Owned |
|
Goleta,
California |
Night
Vision |
Leased |
|
Ogden,
Utah
|
Airbag
modules
|
Owned
|
|
Promontory,
Utah
|
Gas
generators
|
Owned
|
|
Tremonton,
Utah |
Initiators
and airbag inflators |
Owned |
TECHNICAL
CENTERS AND CRASH TEST LABORATORIES
Location
|
Function
|
|
|
Australia
|
|
Autoliv
Australia, Melbourne
|
Full-scale
test laboratory
|
|
|
China
|
|
Autoliv
China, Shanghai
|
Technical
center for airbags and seatbelts
|
|
|
France
|
|
Autoliv
France, Gournay-en-Bray
|
Technical
center for airbags and seatbelts with full-scale test
laboratory
|
Autoliv
Electronics France, Cergy-Pontoise
|
Technical
center for electronics and active safety
|
Autoliv
Inflators, Pont-de-Buis
|
Technical
center for inflator and pyrotechnic development
|
Germany
|
|
Autoliv
Germany, Dachau
|
Technical
center for frontal airbags with full-scale test
laboratory
|
Autoliv
Germany, Elmshorn
|
Technical
center for seatbelts with full-scale test laboratory
|
Japan
|
|
Autoliv
Japan, Tsukuba
|
Technical
center for airbags with sled test laboratory
|
Autoliv
NSK, Kanagawa
|
Technical
center for seatbelts with full-scale test laboratory
|
Korea
|
|
Autoliv
Corporation, Seoul
|
Technical
center with sled test laboratory
|
|
|
Romania
|
|
Autoliv
Romania, Brasov
|
Technical
center for seatbelts with sled test laboratory
|
Spain
|
|
Autoliv
Spain, Barcelona
|
Full-scale
test laboratory
|
|
|
Sweden
|
|
Autoliv
Research, Vargarda
|
Research
center
|
Autoliv
Safety Center, Vargarda
|
Technical
center for side airbags with full-scale test laboratory, including
roll-overs
|
Autoliv
Electronics Sweden, Motala/Link?ping
|
Technical
center for electronics and active safety
|
USA
|
|
Autoliv
North America, Auburn Hills, Michigan
|
Technical
center for airbags, steering wheels, seatbelts with full-scale test
laboratory
|
Autoliv
North America, Ogden, Utah
|
Technical
center for airbags, inflators and pyrotechnics
|
Autoliv
Electronics America, Southfield, Michigan
|
Technical
center for electronics and active
safety
|
Additional
information relating to the Company?s properties is included in the section
titled ?Locations and Capabilities? on page 68 of the Annual Report and is
incorporated herein by reference.
Item
3. Legal Proceedings
Various claims,
lawsuits and proceedings are pending or threatened against the Company or its
subsidiaries. These lawsuits and proceedings cover a range of matters that arise
in the ordinary course of the Company?s business activities with respect to
commercial matters, product liability and other matters.
Litigation is
subject to many uncertainties, and the outcome of any litigation cannot be
assured. After discussions with counsel, it is the opinion of management that
the litigations to which the Company is currently a party will not have a
material adverse impact on the consolidated financial position of Autoliv, but
the Company cannot provide assurance that Autoliv will not experience material
litigation product liability or other losses in the future.
In 1997, Autoliv
AB (a wholly-owned subsidiary of Autoliv, Inc.) acquired Marling Industries plc
(?Marling?). At that time, Marling was involved in a litigation relating to the
sale in 1992 of a French subsidiary. In May 2006, a French court ruled that
Marling (now named Autoliv Holding Limited) and another entity, then part of the
Marling group, had failed to disclose certain facts in connection with the 1992
sale, and appointed an expert to assess the losses suffered by the plaintiff.
The acquirer of the French subsidiary has made claims for damages of
approximately ?40 million (approximately $59 million) but has not yet provided
the court appointed expert with the materials needed to evaluate the claims.
Autoliv has appealed the May 2006 court decision and believes it has meritorious
grounds for such appeal. In the opinion of the Company?s management, it is not
possible to give any meaningful estimate of any financial impact that may arise
from the claim. While not probable, the final outcome of this litigation may
result in a loss that will have to be recorded by Autoliv, Inc. No reserves have
been accrued for this dispute.
In December 2003,
a U.S. Federal District Court awarded a supplier of Autoliv ASP Inc. (a
wholly-owned subsidiary of Autoliv Inc.), approximately $27 million plus
pre-judgment interest of approximately $7 million in connection with a
commercial dispute that relates to purchase commitments made in 1995. As a
result of a final court ruling in 2007, after multiple appeals, Autoliv ASP was
held liable to the former supplier and deposited a total of $36.4 million with
the District Court in fulfillment of the award. On November 14, 2007, the
District Court issued an order to the effect that Autoliv ASP had fully and
completely satisfied the judgment. There remains an open issue as to the
calculation of the pre-judgment interest. The former supplier has sought an
additional approximately $4.9 million that it attributes to pre-judgment
interest and on November 15, 2007, filed a notice of appeal from the District
Court?s decision. Although the District Court denied the former supplier?s
original motion seeking the additional pre-judgment interest, and Autoliv ASP
believes it has meritorious grounds to oppose the appeal, the Court of Appeals
may award the supplier some or all of the additional interest sought. Autoliv
has not made any reserves for any additional interest which could be awarded to
the former supplier.
The Company
believes that it is currently reasonably insured against warranty, recall and
product (as well as other) liability risks, at levels sufficient to cover
potential claims that are reasonably likely to arise in our businesses based on
historic events. Autoliv cannot be assured that the level of coverage will be
sufficient to cover every possible claim that can arise in our businesses, now
or in the future, or that such coverage always will be available on our current
market should we, now or in the future, wish to extend or increase
insurance.
Item
4. Submission of Matters to a Vote of Security Holders
No matters were
submitted to a vote of security holders of Autoliv during the fourth quarter of
2007.
PART
II
Item
5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer
Purchases of Equity Securities
Information
concerning the market for Autoliv's common stock including the relevant trading
market, and approximate number of shareholders is included in the section titled
?Share Performance? on page 26 of the Annual Report and is incorporated herein
by reference. Information on the Company's dividend payments is included on page
27 of the Annual Report and is also incorporated herein by
reference. The table below contains recent share prices and dividends
declared for the two most recent years.
SHARE
PRICE AND DIVIDENDS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
New
York
|
|
Stockholm
|
Dividend
|
Dividend
|
|
|
|
|
(US$)
|
|
|
|
(SEK)
|
|
Declared
|
Paid
|
Period
|
|
|
High
|
Low
|
Close
|
|
High
|
Low
|
Close
|
US$
|
US$
|
Q1
|
2006
|
|
58.04
|
46.51
|
56.58
|
|
451
|
359
|
442
|
0.32
|
0.32
|
Q2
|
2006
|
|
60.19
|
52.00
|
56.57
|
|
445
|
372
|
405
|
0.35
|
0.32
|
Q3
|
2006
|
|
57.74
|
51.74
|
55.11
|
|
431
|
380
|
406
|
0.37
|
0.35
|
Q4
|
2006
|
|
61.00
|
54.29
|
60.30
|
|
424
|
392
|
414
|
0.37
|
0.37
|
Q1
|
2007
|
|
62.12
|
55.50
|
57.11
|
|
438
|
385
|
399
|
0.39
|
0.37
|
Q2
|
2007
|
|
61.83
|
56.04
|
56.87
|
|
417
|
379
|
391
|
0.39
|
0.39
|
Q3
|
2007
|
|
60.29
|
51.32
|
59.75
|
|
407
|
359
|
389
|
0.39
|
0.39
|
Q4
|
2007
|
|
65.09
|
52.50
|
52.71
|
|
421
|
338
|
350
|
0.39
|
0.39
|
Equity
compensation plans
Autoliv has only
equity compensation plans approved by stockholders. Information about
the
Company's equity
compensation plans as of December 31, 2007 is presented in the table
below:
Plan
Category
|
Number of
Securities to be issued upon exercise of outstanding options,
warrants and rights2)
|
Weighted-average
exercise price of outstanding options, warrants and
rights3)
|
Number of
securities remaining available for future
issuance
|
Equity
compensation plans approved by security holders1)
|
1,391,445
|
$41.55
|
1,406,245
4)
|
Equity
compensation plans not approved by security holders
|
?
|
?
|
?
|
Total
|
1,391,445
|
$41.55
|
1,406,245
|
1)
Consists of Autoliv, Inc. 1997 Stock Incentive Plan.
2)
Includes 245,533 shares of common stock issuable upon the vesting and conversion
of RSU.
3)
Excludes vested and converted RSUs referred to in note 2 above.
4)
Includes 1,406,245 shares of common stock available for future issuance under
the Autoliv, Inc. 1997 Stock Incentive Plan.
Stock
repurchase program
During the
fourth quarter
of 2007, Autoliv repurchased 2,094,550 shares at an average cost of US$ 58.74
per share. Since the repurchasing program was adopted in 2000, Autoliv has
repurchased 30.6 million shares at an average cost of US$ 42.47 per
share.
|
Stockholm
Stock Exchange
|
|
New
York Stock Exchange
|
|
SSE
+ NYSE
|
|
|
|
("SSE")
|
|
("NYSE")
|
|
Total
Number of Shares
|
|
Maximum
Number of Shares
|
Date
|
Total
Number of Shares
|
Average
Price in US$
|
Total
Number of Shares
|
Average
Price in US$
|
Purchased
as Part of Publicly
|
Average
Price in US$
|
that
may yet be Purchased under the
|
|
Purchased
|
Paid
per Share
|
Purchased
|
Paid
per Share
|
Announced
Plans or Programs
|
Paid
per Share
|
Plans
or Programs
|
October
1-
|
|
|
|
|
|
|
October
31
|
|
|
|
|
|
|
Total
|
0
|
0.0000
|
0
|
0.0000
|
0
|
0.0000
|
1,492,055
|
|
|
|
|
|
|
|
|
November
1-
|
|
|
|
|
|
|
November
30
|
|
|
|
|
|
|
Total
|
551,700
|
60.1769
|
559,000
|
60.1777
|
1,110,700
|
60.1773
|
7,881,355
|
|
|
|
|
|
|
|
|
December
1-
|
|
|
|
|
|
|
December
31
|
|
|
|
|
|
|
Total
|
496,550
|
56.9935
|
487,300
|
56.8844
|
983,850
|
56.9395
|
6,897,505
|
|
|
|
|
|
|
|
|
Total
|
1,048,250
|
58.6689
|
1,046,300
|
58.6439
|
2,094,550
|
58.6564
|
6,897,505
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The initial
announcement of the share buyback program with an authorization to buy back 10
million shares was made on May 9, 2000. An expansion to 20 million shares, then
to 30 million shares and then to 37.5 million shares was announced on April 30,
2003, December 15, 2005 and November 8, 2007, respectively. The share buyback
program does not have an expiration date.
Additional
information concerning the repurchase of Autoliv stock is included on pages
24-25 in the section titled ?Value-Creating Cash Flow? and in the
?Management?s Discussion and Analysis? section titled ?Share Buy-backs and
Dividends? on page 31 of the Annual Report, and is incorporated herein by
reference.
Item
6. Selected Financial Data
Selected
financial data for the five years ended December 31, 2007 is included on page 69
of the Annual Report and is incorporated herein by reference.
Item
7. Management's Discussion and Analysis of Financial Condition and Results of
Operations
Management's
Discussion and Analysis of Financial Condition and Results of Operations for the
three years ended December 31, 2007 is included on pages 30 through 38 of the
Annual Report and is incorporated herein by reference.
Item
7A. Quantitative and Qualitative Disclosures about Market Risk
The Quantitative
and Qualitative Disclosures about market risk are included in the Management's
Discussion and Analysis section ?Risks and Risk Management? on pages 39 through
42 of the Annual Report and are incorporated herein by reference.
Item
8. Financial Statements and Supplementary Data
The Consolidated
Balance Sheets of Autoliv as of December 31, 2007 and 2006 and the Consolidated
Statements of Income and Cash Flows and Statements of Shareholders? Equity for
each of the three years in the period ended December 31, 2007, the Notes to the
Consolidated Financial Statements, and the Report of the Independent Registered
Public Accounting Firm are included on pages 45 through 63 of the Annual Report
and are incorporated herein by reference.
All of the
schedules specified under Regulation S-X to be provided by Autoliv have been
omitted either because they are not applicable, are not required or the
information required is included in the financial statements or notes
thereto.
Item
9. Changes in and Disagreements with Accountants on Accounting and Financial
Disclosure
There have been
no changes and have been no disagreements in our two most recent fiscal years
with our independent auditors regarding accounting or financial disclosure
matters.
Item
9A. Controls and Procedures
(a)
|
Evaluation
of Disclosure Controls and
Procedures
|
An evaluation has
been carried out, under the supervision and with the participation of the
Company?s management, including our Chief Executive Officer and Chief Financial
Officer, of the effectiveness of the design and operation of our disclosure
controls and procedures (as such term is defined in Rules 13a-15(e) and
15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange
Act")) as of the end of the period covered by this report. Based on such
evaluation, the Company?s Chief Executive Officer and Chief Financial Officer
have concluded that, as of the end of such period, the Company?s disclosure
controls and procedures are effective in recording, processing, summarizing and
reporting, on a timely basis, information required to be disclosed by the
Company in reports that it files or submits under the Exchange Act.
(b)
|
Management's
Report on Internal Control Over Financial
Reporting
|
The Management
Report on Internal Control over Financial Reporting (as defined in Section
240.13a-15(f) or 240.15d-15(f) of the Exchange Act) is included on page 44 of
the Annual Report in the section Management?s Reports immediately preceding the
audited financial statements and is incorporated herein by
reference.
The Company?s
internal control over financial reporting as of December 31, 2007 has been
audited by our independent registered public accounting firm, as stated in their
report that is included on page 63 of the Annual Report and is incorporated
herein by reference.
(c) Changes in
Internal Control over Financial Reporting
There were no
changes in the internal control over financial reporting in the period covered
by this report.
ITEM
9B. Other Information
All events
required to be disclosed on form 8-K during the fourth quarter have been
reported.
PART
III
Item
10. Directors, Executive Officers and Corporate Governance
Directors:
Information
concerning the directors and nominees for re-election of directors of Autoliv is
included in Item 1 of the 2008 Proxy Statement under the captions ?Nominees for
Directors at the 2008 Annual Meeting,? ?Directors Continuing in Office with
Terms Expiring at the 2009 Annual Meeting? and ?Directors Continuing in Office
with Terms Expiring at the 2010 Annual Meeting? and is incorporated herein by
reference.
Executive
Officers of the Registrant:
JAN CARLSON, age 47, President
and Chief Executive Officer of Autoliv, Inc. from April 1, 2007, joined Autoliv
in 1999 as President of Autoliv Electronics, a position he held until April
2005, when he became Vice President for Engineering of Autoliv Inc. and a member
of the Company?s management committee. In 2006 he was appointed President of
Autoliv Europe. Prior to joining Autoliv, Mr. Carlson was President of Saab
Combitech, a division specializing in commercializing military technologies
within the Saab aircraft group. Mr. Jan Carlson has a Master of Science degree
in Physical Engineering from the University of Link?ping, Sweden.
STEVEN FREDIN, age 45, Vice
President Engineering, appointed September 1, 2006. Mr. Fredin has worked for
Autoliv since 1988 and has been a key technical leader in virtually all of
Autoliv?s product areas. Prior to assuming his current position, he was Director
Global System Development of the Company and Vice President of Seatbelt
Development for Autoliv North America. Mr. Fredin holds a Bachelor of Science
degree in Mechanical Engineering from the Michigan Technological
University.
HALVAR JONZON, age 57, Vice
President Purchasing, appointed January 1, 2002. Prior to joining Autoliv, Mr.
Jonzon held various positions since 1974 in Electrolux, the Swedish white goods
company, including General Manager of Electrolux International (1983-86), Senior
Vice President, Purchasing for the White Goods Division (1986-91), Senior Vice
President and General Manager for Nordic Markets (1991-96) and for the European
Logistics Division (1996-99), as well as Senior Vice President and Chief of
Staff of Electrolux Home Products Europe S.A. in Brussels (1999-02). He holds an
MBA from Stockholm School of Economics and an Executive Education Diploma from
Columbia Business School in New York City.
MAGNUS LINDQUIST, age 44, Vice
President and Chief Financial Officer, appointed March 8, 2001. Before joining
Autoliv on July 1, 2001, Mr. Lindquist was Executive Vice President of Perstorp
AB, a Swedish-based chemistry and materials technology corporation, with
responsibility from 1996 for Finance, Business Development and Strategy, and
from 1999 also for Treasury and IT. He has also held various positions in the
finance departments of the public Swedish companies Stora (pulp and paper),
Skanska (construction), Swedish Match (consumer goods) and the SEB Bank. On
December 19, 2007, Mr. Lindquist gave notice of resignation as Vice President,
Chief Financial Officer of Autoliv, Inc. The Company and Mr. Lindquist are
currently in discussion regarding the effective date of Mr. Lindquist?s
resignation to ensure an orderly transition to Mr. Lindquist?s successor who is
yet to be named.
BENOIT MARSAUD, age 55, Vice
President and Chief Operating Officer appointed September 1, 2006. Mr. Marsaud
has served as Vice President Manufacturing since 1998, President of Autoliv
France since 1997 and Vice President Manufacturing of Autoliv AB since 1992. He
holds a Master of Science degree from Ecole Nationale Superieure Des Arts et
Metiers in Paris.
SVANTE MOGEFORS, age 53, Vice
President Quality, appointed April 1, 2005, after having been Director Corporate
Quality of Autoliv AB since 2003. Mr Mogefors initially joined Autoliv in 1985
and has experience in several functions and positions within Autoliv, including
the areas of product development, process implementations and quality control.
Between 1990 and 1996, Mr Mogefors was for a period President of Lesj?fors
Herrljunga AB and for another period President of Moelven E-Modul AB. Mr.
Mogefors holds a Master of Science degree from the Chalmers Institute of
Technology in Gothenburg.
MATS ?DMAN, age 57, Vice
President Corporate Communications, appointed May 1, 1997, after having been
Director of Investor Relations of Autoliv AB since 1994. Before that Mr. ?dman
had the same position in Fermenta AB and Gambro AB. Prior to that Mr. ?dman was
Investor Relations Manager in New York for Pharmacia AB.
JAN OLSSON, age 53, Vice
President Research, appointed April 1, 2005. Mr. Olsson was Vice President
Engineering from 1997 to 2005, President of Autoliv Sverige AB from 1994 to 1997
and Manager of Engineering of Autoliv Sverige from 1989 until August 1994. Mr.
Olsson holds a Master of Science degree from the Chalmers Institute of
Technology in Gothenburg.
HANS-G?RAN PATRING, age 58,
Vice President Human Resources, appointed on April 26, 2001. Prior to assuming
his current position on January 1, 2002, he was Deputy Vice President, Human
Resources from September 3, 2001, and from 1999 Group Vice President of Human
Resources of the Global Automation Division at ABB in Zurich, Switzerland.
Previously, he was Vice President of Human Resources for ABB's Global Robotics
Business based in the United Kingdom for three years.
LARS SJ?BRING, age 40, Vice
President Legal Affairs, General Counsel and Secretary, appointed September 3,
2007. Prior to joining Autoliv Mr. Sj?bring held various positions with Telia
AB; Skadden Arps, Slate, Meagher and Flom LLP; and Nokia Corp, most recently as
Director Legal (M&A). Mr. Sj?bring holds Master of Law degrees from the
University of Lund, Sweden; Amsterdam School of International Relations (ASIR),
the Netherlands; and Fordham University Law School, New York, U.S.A. Mr.
Sj?bring is admitted to practice in the State of New York.
COMPLIANCE
WITH SECTION 16(A) OF THE SECURITIES EXCHANGE ACT OF 1934
The information
required by Item 10 regarding directors and officers is included under the
caption "Section 16(a) Beneficial Ownership Reporting Compliance" in the 2008
Proxy Statement and is incorporated herein by reference. The information
required by Item 10 regarding the Company?s Code of Ethics is included under the
caption ?Corporate Governance Guidelines and Codes of Conduct and Ethics? in the
2008 Proxy Statement. The information required by the same item regarding Audit
Committee and Audit Committee financial experts is included in the sections
?Committees of the Board? and ?Audit Committee Report? in the 2008 Proxy
Statement and is incorporated herein by reference.
A matrix
summarizing Board Meeting Attendance is published on page 65 in the Annual
Report and incorporated herein by reference.
Item
11. Executive Compensation
The information
required by Item 11 regarding executive compensation for the year ended December
31, 2007 is included under the captions ?Compensation Discussion and Analysis?
and ?Executive Compensation? in the 2008 Proxy Statement and is incorporated
herein by reference. The information required by the same item regarding
Compensation Committee is included in the sections ?Compensation Committee
Interlocks and Insider Participation? and ?Compensation Committee Report? in the
2008 Proxy Statement and is incorporated herein by reference.
Item
12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
The information
required by Item 12 regarding beneficial ownership of Autoliv's common stock is
included under the caption ?Security Ownership of Certain Beneficial Owners and
Management? in the 2008 Proxy Statement and is incorporated herein by
reference.
Item
13. Certain Relationships and Related Transactions, and Director
Independence
In 2007, no
transactions took place that the Company deemed to require disclosure under Item
13. Further information regarding the Company?s policy and procedures concerning
to related party transactions is included under the caption "Related Person
Transactions" in the 2008 Proxy Statement and is incorporated herein by
reference.
Item
14. Principal Accounting Fees and Services
The information
required by Item 9 (e) of Schedule 14A regarding principal accounting fees and
the information required by Item 14 regarding the pre-approval process of
services provided to Autoliv is included under the caption ?Ratification of
Appointment of Independent Auditors? in the 2008 Proxy Statement and is
incorporated herein by reference.
PART
IV
Item
15. Exhibits and Financial Statement Schedules
(a) Documents
Filed as Part of this Report
(1)
Financial Statements
The following
consolidated financial statements are included on pages 45 through 62 of the
Annual Report and Selected Financial Data is included on page 69 of the Annual
Report and are incorporated herein by reference:
(i) Consolidated
Statements of Income - Years ended December 31, 2007, 2006 and 2005 (page 45);
(ii) Consolidated Balance Sheets - as of December 31, 2007 and 2006 (page 46);
(iii) Consolidated Statements of Cash Flows - Years ended December 31, 2007,
2006 and 2005 (page 47); (iv) Consolidated Statements of Shareholders? Equity ?
as of December 31, 2007, 2006 and 2005 (page 48); (v) Notes to Consolidated
Financial Statements (pages 49-62); (vi) Report of Independent Registered Public
Accounting Firm (page 63).
(2) Financial
Statement Schedules
All of the
schedules specified under Regulation S-X to be provided by Autoliv have been
omitted either because they are not applicable, they are not required, or the
information required is included in the financial statements or notes
thereto.
(3) Index
to Exhibits
Exhibit
No.
|
|
|
3.1
|
Autoliv's
Restated Certificate of Incorporation incorporated herein by reference to
Exhibit 3.1 to the Registration Statement on Form S-4 (File No. 333-23813,
filing date June 13, 1997) (the ?Registration
Statement?).
|
|
|
3.2
|
Autoliv's
Restated By-Laws incorporated herein by reference to Exhibit 3.2 to the
Registration Statement.
|
|
|
4.1
|
Rights
Agreement dated as of December 4, 1997 between Autoliv and First
Chicago Trust Company of New York incorporated herein by reference to
Exhibit 3 to Autoliv's Registration Statement on Form 8-A (File No.
1-12933, filing date December 4, 1997).
|
|
|
10.1
|
Facilities
Agreement, dated November 13, 2000, among Autoliv, Inc. and the lenders
named therein, as amended by amendment dated November 5, 2001, as further
amended by amendment dated December 12, 2001, and as further amended by
amendment dated June 6, 2002, is incorporated herein by reference to
Exhibit 10.1 on Form 10-K (File No. 1-12933, filing date July 2,
2002).
|
|
|
10.2
|
Autoliv,
Inc. 1997 Stock Incentive Plan, incorporated herein by reference to
Autoliv's Registration Statement on Form S-8 (File No. 333-26299, filing
date May 1, 1997).
|
|
|
10.3
|
Amendment
No. 1 to Autoliv, Inc. Stock Incentive Plan, is incorporated herein by
reference to Exhibit 10.3 on Form 10-K (File No. 1-12933, filing date July
2, 2002).
|
|
|
10.4
|
Form of
Employment Agreement between Autoliv, Inc. and its executive officers, is
incorporated herein by reference to Exhibit 10.3 on Form 10-K (File No.
1-12933, filing date July 2, 2002).
|
|
|
10.5
|
Form of
Supplementary Agreement to the Employment Agreement between Autoliv and
certain of its executive officers, is incorporated herein by reference to
Exhibit 10.3 on Form 10-K (File No. 1-12933, filing date July 2,
2002).
|
|
|
10.6
|
Employment
Agreement, dated November 11, 1998, between Autoliv, Inc. and Lars
Westerberg, is incorporated herein by reference to Exhibit 10.3 on Form
10-K (File No. 1-12933, filing date July 2, 2002).
|
|
|
10.7
|
Form of
Severance Agreement between Autoliv and its executive officers, is
incorporated herein by reference to Exhibit 10.3 on Form 10-K (File No.
1-12933, filing date July 2, 2002).
|
|
|
10.8
|
Pension
Agreement, dated November 26, 1999, between Autoliv AB and Lars
Westerberg, is incorporated herein by reference to Exhibit 10.3 on Form
10-K (File No. 1-12933, filing date July 2, 2002).
|
|
|
10.9*
|
Form of
Amendment to Employment Agreement ? notice.
|
|
|
10.10*
|
Form of
Amendment to Employment Agreement ? pension.
|
|
|
10.11*
|
Form of
Agreement ? additional pension.
|
|
|
10.12**
|
Amendment
No.2 to the Autoliv, Inc. 1997 Stock Incentive Plan.
|
|
|
10.13***
|
Employment
Agreement, dated March 31, 2007, between Autoliv, Inc. and Jan
Carlson.
|
|
|
10.14***
|
Retirement
Benefits Agreement, dated August 14, 2007, between Autoliv AB and Jan
Carlson.
|
|
|
11
|
Information
concerning the calculation of Autoliv 's earnings per share is included in
Note 1 of the Consolidated Notes to Financial Statements contained in the
Annual Report and is incorporated herein by reference.
|
|
|
13
|
Autoliv's
Annual Report to Shareholders for the fiscal year ended December 31,
2007.
|
|
|
21****
|
Autoliv's
List of Subsidiaries.
|
|
|
22
|
No matters
were submitted to Autoliv's stockholders during the fourth quarter of
2007.
|
|
|
23****
|
Consent of
Independent Registered Public Accounting Firm.
|
|
|
31****
|
Certification
of the Chief Executive Officer and Chief Financial Officer of Autoliv,
Inc.
|
|
|
32****
|
Certification
of the Chief Executive Officer and Chief Financial Officer of Autoliv,
Inc.
|
|
|
99.h
|
Facilities
Agreement of $1,100,000,000, dated November 7, 2005, among Autoliv Inc.
and the lenders named therein.
|
|
|
________________________
* Filed in 10-K
for the fiscal year ended 2002.
** Filed in 10-K
for the fiscal year ended 2003.
*** Filed in 10-Q
for the third quarter 2007.
**** Filed
herewith.
SIGNATURES
Pursuant to the
requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized, as of February 22, 2008.
AUTOLIV,
INC.
(Registrant)
By /s/ Magnus
Lindquist
Magnus
Lindquist
Vice President
and Chief Financial Officer
Pursuant to the
requirements of the Securities Exchange Act of 1934, this report has been signed
below by the following persons on behalf of the registrant and in the capacities
indicated, as of February 22, 2008.
Title
|
Name
|
|
|
|
|
|
|
Chairman of
the Board of Directors
|
/s/ Lars
Westerberg
|
|
Lars
Westerberg
|
|
|
|
|
Chief
Executive Officer and Director
|
|
(Principal
Executive Officer)
|
/s/ Jan
Carlson
|
|
Jan
Carlson
|
|
|
|
|
Vice
President and Chief Financial Officer
|
|
(Principal
Financial and Principal Accounting
|
/s/ Magnus
Lindquist
|
Officer)
|
Magnus
Lindquist
|
|
|
Director
|
/s/ S. Jay
Stewart
|
|
S. Jay
Stewart
|
|
|
|
|
|
|
Director
|
/s/ Robert W.
Alspaugh
|
|
Robert W.
Alspaugh
|
|
|
|
|
|
|
Director
|
/s/ Sune
Carlsson
|
|
Sune
Carlsson
|
|
|
|
|
|
|
Director
|
/s/ William E.
Johnston Jr.
|
|
William E.
Johnston Jr.
|
|
|
|
|
|
|
Director
|
/s/ Walter
Kunerth
|
|
Walter
Kunerth
|
|
|
|
|
|
|
Director
|
/s/ George A.
Lorch
|
|
George A.
Lorch
|
|
|
|
|
|
|
Director
|
/s/ Lars
Nyberg
|
|
Lars
Nyberg
|
|
|
|
|
|
|
Director
|
/s/ James M.
Ringler
|
|
James M.
Ringler
|
|
|
|
|
|
|
Director
|
/s/ Kazuhiko
Sakamoto
|
|
Kazuhiko
Sakamoto
|
|
|
|
|
|
|
Director
|
/s/ Per
Welin
|
|
Per
Welin
|