SUN HYDRAULICS CORP
8-K, 1999-08-02
MISCELLANEOUS FABRICATED METAL PRODUCTS
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934

                        Date of Report (Date of Earliest
                         Event Reported): July 29, 1999

                           SUN HYDRAULICS CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          FLORIDA                         0-21835                 59-2754337
- ----------------------------           ------------          -------------------
(State or other jurisdiction           (Commission              (IRS Employer
     of incorporation)                 File Number)          Identification No.)

    1500 WEST UNIVERSITY PARKWAY
         SARASOTA, FLORIDA                                               34243
- ----------------------------------------                              ----------
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code:  941-362-1200


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ITEM 5. OTHER EVENTS.

PRESS RELEASE

         On July 29, 1999, the Company issued the press release attached hereto
as Exhibit 99.1 announcing that it expects to post a second quarter loss of
between $0.03 and $0.05 per share.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

        (a) Financial Statements of Businesses Acquired.

            None.

        (b) Pro Forma Financial Information.

            None.

        (c) Exhibits.

Exhibit
 Number    Exhibit Description
- -------    -------------------

 99.1      Press Release of the Registrant dated July 29, 1999.

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                                   SIGNATURE

         Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this Report to be signed on its
behalf by the undersigned thereunto duly authorized.

                                    SUN HYDRAULICS CORPORATION

                                    By: /s/ Richard J. Dobbyn
                                       ---------------------------------------
                                            Richard J. Dobbyn
                                            Chief Financial Officer (Principal
                                            Financial and Accounting Officer)

Dated: July 29, 1999

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                                 EXHIBIT INDEX

Exhibit
 Number   Exhibit Description
- -------   -------------------

  99.1    Press Release of the Registrant dated July 29, 1999.

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                                                                    Exhibit 99.1

FOR RELEASE: Immediately

Contact:
Richard K. Arter             Investor Relations              941-362-1200
Richard J. Dobbyn            Chief Financial Officer         941-362-1200

     SUN HYDRAULICS CORPORATION IMPLEMENTS Y2K COMPLIANT OPERATING SYSTEM,
                   2ND QUARTER SHIPMENTS LOWER THAN EXPECTED

SARASOTA, FLA, July 29, 1999 - Sun Hydraulics Corporation (NASDAQ: SNHY) today
announced that its second quarter shipments were lower than expected due to
difficulties associated with the implementation of a new Y2K compliant
operating system in its US operations. The Company expects to post a second
quarter loss of between $0.03 and $0.05 per share on sales of $15.9 million,
compared to earnings of $0.11 per share on sales of $18.5 million for the first
quarter of 1999.

"The software implementation, which affects everything from order entry through
invoicing, has caused us to miss more than a week's worth of shipments in the
quarter," said Sun Hydraulics President Clyde Nixon. "During the implementation
we have experienced many small difficulties which collectively have caused
productivity to decline and profits to suffer. We are working through these
issues one at a time, and have seen steady improvements since going live on May
1st. The system conversion will continue to have a negative impact on third
quarter results, although shipments have recently returned to
pre-implementation levels. We believe that, once fully assimilated, the system
will provide significant long-term benefits."

 "As always, we are doing the things that we believe will continue to make Sun
Hydraulics successful over the long term," Nixon said. "Along with shipments
returning to normal levels, we have seen an increased level of incoming orders.
Material costs as a percent of sales are beginning to decline as a result of
the efforts we have made in the past year. Quotation activity for custom
manifolds is picking up, which to some extent reflects the availability of our
recently introduced solenoid products. The Asian markets are recovering and Sun
Korea has recently seen a significant upturn in its business."

Sun Hydraulics plans to release full second quarter results on or about August
11, 1999.

Sun Hydraulics Corporation, with manufacturing and distribution facilities in
Sarasota and Manatee County, Florida, Coventry England, Erkelenz, Germany and
Inchon, Korea, is a leading designer and manufacturer of high performance
screw-in hydraulic cartridge valves and manifolds for worldwide industrial and
mobile markets.

FORWARD-LOOKING INFORMATION
      Certain oral statements made by management from time to time and certain
statements contained herein that are not historical facts are "forward-looking
statements" within the meaning of Section 21E of the Securities Exchange Act of
1934 and, because such statements involve risks and uncertainties, actual
results may differ materially from those expressed or implied by such
forward-looking statements. Forward-looking statements, including those in
Management's Discussion and Analysis of Financial Condition and Results of
Operations are statements regarding the intent, belief or current expectations,
estimates or projections of the Company, its Directors or its Officers about
the Company and the industry in which it operates, and assumptions made by
management, and include among other items, (i) the Company's strategies
regarding growth, including its intention to develop new products; (ii) the
Company's financing plans; (iii) trends affecting the Company's financial
condition or results of operations; (iv) the Company's ability to continue to
control costs and to meet its liquidity and other financing needs; (v) the
declaration and payment of dividends; (vi) the Company's Year 2000 readiness
plans and costs; and (vii) the Company's ability to respond to changes in
customer demand domestically and internationally, including as a result of
standardization. Although the

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Company believes that its expectations are based on reasonable assumptions, it
can give no assurance that the anticipated results will occur.

         Important factors that could cause the actual results to differ
materially from those in the forward-looking statements include, among other
items, (i) the economic cyclicality of the capital goods industry in general
and the hydraulic valve and manifold industry in particular, which directly
affect customer orders, lead times and sales volume; (ii) conditions in the
capital markets, including the interest rate environment and the availability
of capital; (iii) changes in the competitive marketplace that could affect the
Company's revenue and/or cost bases, such as increased competition, lack of
qualified engineering, marketing, management or other personnel, and increased
labor and raw materials costs; (iv) changes in technology or customer
requirements, such as standardization of the cavity into which screw-in
cartridge valves must fit, which could render the Company's products or
technologies noncompetitive or obsolete; (v) new product introductions, product
sales mix and the geographic mix of sales nationally and internationally; (vi)
the Company's ability timely to become Year 2000 ready, including the Company's
ability to identify all critical systems that will be impacted by the Year
2000, the Company's ability, in a cost-efficient manner, to correct, upgrade or
replace such systems, and the Year 2000 readiness of third parties with which
the Company has material relationships; and (vii) changes relating to the
Company's international sales, including changes in regulatory requirements or
tariffs, trade or currency restrictions, fluctuations in exchange rates, and
tax and collection issues. Further information relating to factors that could
cause actual results to differ from those anticipated is included but not
limited to information under the headings "Risk Factors" in the Form S-1
Registration Statement and Prospectus for the Company's initial public
offering, "Business" in the Company's Form 10-K for the year ended December 31,
1998, and "Management's Discussion and Analysis of Financial Conditions and
Results of Operations" in the Company's Form 10-Q for the quarter ended April
3, 1999. The Company disclaims any intention or obligation to update or revise
forward-looking statements, whether as a result of new information, future
events or otherwise.

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