HARDINGE INC
10-Q, 1999-05-13
MACHINE TOOLS, METAL CUTTING TYPES
Previous: HARKEN ENERGY CORP, 10-Q, 1999-05-13
Next: MEDITRUST OPERATING CO, 10-Q, 1999-05-13




                                    FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

(Mark One)

|X|  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the quarterly period ended March 31, 1999


                                       OR

|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the transition period from ________ to ___________

Commission file number: 000-15760


                                  Hardinge Inc.
             (Exact name of Registrant as specified in its charter)

New York                                                     16-0470200
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)

Hardinge Inc.
One Hardinge Drive
Elmira, NY 14902
(Address of principal executive offices)  (Zip code)

                                 (607) 734-2281
               (Registrant's telephone number including area code)

         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 ____


         As of  March 31, 1999 there were 9,809,313 shares of Common Sock of the
Registrant outstanding.

<PAGE>

HARDINGE INC. AND SUBSIDIARIES

INDEX

Part I    Financial Information                                             Page

          Item 1.   Financial Statements

                    Consolidated Balance Sheets at March 31, 1999
                    and December 31, 1998.                                    3

                    Consolidated  Statements of Income and Retained
                    Earnings for the three months ended March 31, 1999
                    and 1998.                                                 5

                    Condensed Consolidated  Statements of Cash Flows for
                    the three months ended March 31, 1999 and 1998.           6

                    Notes to Consolidated Financial Statements.               7

          Item 2.   Management's Discussion and Analysis of Financial
                    Condition and Results of Operations.                     10

          Item 3.   Quantitative and Qualitative Disclosures About
                    Market Risks                                             15

Part II   Other Information

          Item 1.   Legal Proceedings                                        15

          Item 2.   Changes in Securities                                    15

          Item 3.   Default upon Senior Securities                           15

          Item 4.   Submission of Matters to a Vote of Security Holders      15

          Item 5.   Other Information                                        15

          Item 6.   Exhibits and Reports on Form 8-K                         15

                    Signatures                                               16


<PAGE>


PART I,  ITEM 1
HARDINGE INC. AND SUBSIDIARIES

Consolidated Balance Sheets
(In Thousands)
<TABLE>
<CAPTION>

                                                      March 31,       Dec. 31,
                                                         1999           1998
                                                -------------------------------
                                                    (Unaudited)
<S>                                                   <C>             <C>      
Assets
Current assets:
     Cash                                             $  2,132        $  2,192
     Accounts receivable                                46,738          54,631
     Notes receivable                                    8,545           7,194
     Inventories                                        87,822          91,965
     Deferred income taxes                               2,299           2,299
     Prepaid expenses                                    2,880           2,960
                                                -------------------------------
Total current assets                                   150,416         161,241


Property, plant and equipment:
     Property, plant and equipment                     144,952         143,937
     Less accumulated depreciation                      68,715          67,183
                                                -------------------------------
                                                        76,237          76,754


Other assets:
     Notes receivable                                   15,471          13,063
     Goodwill                                            3,902           3,938
     Other                                               2,230           1,685
                                                -------------------------------
                                                        21,603          18,686


                                                -------------------------------
Total assets                                          $248,256        $256,681
                                                ===============================
</TABLE>




See accompanying notes.

<PAGE>

HARDINGE INC. AND SUBSIDIARIES

Consolidated Balance Sheets--Continued
(Dollars In Thousands)
<TABLE>
<CAPTION>
                                                       March 31,       Dec. 31,
                                                         1999            1998
                                                -------------------------------
                                                      (Unaudited)
<S>                                                     <C>           <C>      
Liabilities and shareholders' equity Current liabilities:
     Accounts payable                                   $ 9,667       $ 11,368
     Notes payable to bank                                3,560          5,018
     Accrued expenses                                     8,852          8,540
     Accrued income taxes                                 2,010
     Deferred income taxes                                2,230          2,111
     Current portion long-term debt                       3,550          3,654
                                                -------------------------------
Total current liabilities                                29,869         30,691


Other liabilities:
     Long-term debt                                      28,368         35,415
     Accrued pension plan expense                         3,527          3,527
     Deferred income taxes                                1,717          1,863
     Accrued postretirement benefits                      5,448          5,390
                                                -------------------------------
                                                         39,060         46,195

Shareholders' equity:
     Preferred stock, Series A, par value $.01:
         Authorized -  2,000,000; issued - none
     Common stock, $.01 par value:
         Authorized shares - 20,000,000
         Issued  shares - 9,919,992 at March 31, 1999
          and 9,843,992 at December 31, 1998                 99             98
     Additional paid-in capital                          61,630         60,351
     Retained earnings                                  128,230        127,526
     Treasury shares                                    (1,949)          (853)
     Accumulated other comprehensive income -
         Foreign currency translation adjustments       (3,388)        (2,485)
     Deferred employee benefits                         (5,295)        (4,842)
                                                -------------------------------
Total shareholders' equity                              179,327        179,795

                                                -------------------------------
Total liabilities and shareholders' equity             $248,256       $256,681
                                                ===============================
</TABLE>


See accompanying notes.
<PAGE>

HARDINGE INC AND SUBSIDIARIES

Consolidated Statements of Income and Retained Earnings (Unaudited)
(In Thousands, Except Per Share Data)


<TABLE>
<CAPTION>
                                                          Three months ended
                                                              March 31,
                                                          1999           1998
                                                -------------------------------
<S>                                                     <C>            <C>     

     Net Sales                                          $46,194        $65,779
     Cost of sales                                       30,646         42,926
                                                -------------------------------
     Gross profit                                        15,548         22,853

     Selling, general and
      administrative expenses                            12,095         13,671
                                                -------------------------------
     Income from operations         
                                                          3,453          9,182

     Interest expense                                       489            573
     Interest (income)                                     (157)          (150)
                                                -------------------------------
     Income before income taxes                           3,121          8,759

     Income taxes                                         1,039          3,305

                                                -------------------------------
     Net income                                           2,082          5,454

     Retained earnings at beginning of period           127,526        112,625
     Less dividends declared                              1,378          1,368
                                                ===============================
     Retained earnings at end of period                $128,230      $ 116,711
                                                ===============================


     Per share data:
     Basic earnings per share                           $   .22        $   .58
                                                ===============================
         Weighted average number
            of common shares outstanding                  9,460          9,411
                                                ===============================

     Diluted earnings per share                         $   .22        $   .58
                                                ===============================
         Weighted average number
            of common shares outstanding                  9,431          9,441
                                                ===============================

     Cash dividends declared                            $   .14        $   .14
                                                ===============================
</TABLE>


See accompanying notes.

<PAGE>

HARDINGE INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows (Unaudited)
(In Thousands)
<TABLE>
<CAPTION>
                                                         Three Months Ended
                                                              March 31,
                                                        1999             1998
                                             ----------------------------------
<S>                                                   <C>             <C>      
Net cash  provided by operating activities            $13,125         $ 10,014

Investing activities:

    Capital expenditures                               (2,501)          (6,677)
                                             ----------------------------------
Net cash (used in) investing activities                (2,501)          (6,677)


Financing activities:
    (Decrease) in short-term notes payable to bank     (1,403)          (3,002)
    (Decrease) increase in long-term debt              (7,032)           2,259
    (Purchase) of treasury stock                         (818)            (169)
    Dividends paid                                     (1,378)          (1,368)
                                             ----------------------------------
Net cash (used in) financing activities               (10,631)          (2,280)


Effect of exchange rate changes on cash                   (53)              (4)

                                            -----------------------------------
Net (decrease) increase in cash                        ($  60)          $1,053
</TABLE>
                                           ===================================


<PAGE>


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
March 31, 1999


NOTE A--BASIS OF PRESENTATION

              The accompanying  unaudited consolidated financial statements have
been prepared in accordance with generally  accepted  accounting  principles for
interim financial information and with the instructions to Form 10-Q and Article
10 of Regulation  S-X.  Accordingly,  they do not include all of the information
and footnotes required by generally accepted accounting  principles for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal recurring accruals)  considered necessary for a fair presentation have
been  included.  Operating  results for the three month  period  ended March 31,
1999, are not necessarily indicative of the results that may be expected for the
year ended December 31, 1999. For further information, refer to the consolidated
financial  statements  and footnotes  thereto  included in the Company's  annual
report for the year ended December 31, 1998.

             The Company has adopted Statement of Financial Accounting Standards
No. 131,  "Disclosures About Segments of an Enterprise and Related Information."
The Company operates in only one business segment - industrial machine tools.


NOTE  B--INVENTORIES

             Inventories are summarized as follows (dollars in thousands):

                                               March 31,            December 31,
                                                 1999                   1998
                                        ----------------- --- ------------------

Finished products                              $ 35,266               $ 36,185
Work-in-process                                  29,733                 29,499
Raw materials and purchased components           22,823                 26,281
                                          ===============     =================
                                               $ 87,822               $ 91,965
                                          ===============     =================


NOTE C--CHANGES IN SHAREHOLDERS' EQUITY

             On April 28, 1998, the Board of Directors  approved a three-for-two
stock  split  of the  Company's  common  shares  to be paid in the  form of a 50
percent stock dividend.  As a result of the split,  3,281,351  additional shares
were  issued  on May 29,  1998 to  shareholders  of  record  on May 8,  1998 and
retained earnings were reduced by $32,813.  Any fractional shares resulting from
the split were paid in cash.  1998 common  shares  outstanding  and earnings per
share have been restated to reflect this stock split.




<PAGE>



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
March 31, 1999


NOTE D--EARNINGS PER SHARE AND WEIGHTED AVERAGE SHARES OUTSTANDING

            Earnings  per  share  are  computed  using  Statement  of  Financial
Accounting  Standards No. 128 "Earnings per Share." Basic earnings per share are
computed using the weighted average number of shares of common stock outstanding
during the period.  For diluted  earnings per share, the weighted average number
of shares  includes  common stock  equivalents  related  primarily to restricted
stock.  Earnings per share amounts and shares  outstanding have been restated to
reflect the stock split mentioned above.

            The following is a reconciliation of the numerators and denominators
of the basic and diluted earnings per share  computations  required by Statement
No. 128. The table sets forth the computation of basic and diluted  earnings per
share:
                                                          Three months ended
                                                               March 31,
                                                 ------------------------------
                                                           1999           1998
                                                 ------------------------------

Numerator:
   Net income                                         $   2,082      $   5,454
   Numerator for basic earnings per share                 2,082          5,454
   Numerator for diluted earnings per share               2,082          5,454

Denominator:
   Denominator for basic earnings per share
     -weighted average shares                             9,460          9,411
   Effect of diluted securities:
     Restricted stock and stock options                     (29)            30
   Denominator for diluted earnings per share
     -adjusted weighted average shares                    9,431          9,441

Basic earnings per share                               $    .22      $     .58
                                                 ==============================
Diluted earnings per share                             $    .22      $     .58
                                                 ==============================




NOTE E--DIVIDENDS DECLARED

            1998 dividends declared per share have been restated to reflect the
additional shares issued in the stock split mentioned above.



<PAGE>




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)
March 31, 1999


NOTE F--REPORTING COMPREHENSIVE INCOME

            As of January 1, 1998 the Company  adopted  Statement  of  Financial
Accounting  Standards No. 130, "Reporting  Comprehensive  Income." Statement 130
establishes new rules for the reporting and display of comprehensive  income and
its  components.  However,  the adoption of this  Statement had no impact on the
Company's  net income or  shareholders'  equity.  Statement  130  requires  that
foreign currency translation adjustments,  which prior to adoption were reported
separately in shareholders' equity, be included in shareholders' equity as other
comprehensive income.

            During the three months ended March 31,1999 and 1998, the components
of total comprehensive income consisted of the following  (dollars in thousands)
following  (dollars in thousands):

                                                     Three months ended
                                                           March 31,
                                                     1999             1998
                                              --------------     --------------
Net Income                                          $  2,082          $  5,454
Foreign currency  translation adjustments
                                                        (903)             (266)
                                              ==============     ==============
Comprehensive Income                                $  1,179          $  5,188
                                              ==============     ==============









<PAGE>



PART I, ITEM 2


MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS


         The following are management's comments relating to significant changes
in the results of  operations  for the three month  periods ended March 31, 1999
and 1998 and in the Company's  financial condition during the three month period
ended March 31, 1999.


Results of Operations

         Net  Sales.  Net  sales  for the  quarter  ended  March  31,  1999 were
$46,194,000  compared to $65,779,000 for the quarter ended March 31, 1998, for a
reduction of  $19,585,000  or 29.8%.  While sales to automotive  customers  fell
during the first quarter of 1999 by $8,500,000  from the same 1998 quarter,  the
remaining  decrease in sales volume  resulted  from  declining  demand among all
customers worldwide.  In the United States, first quarter 1999 sales declined by
$16,214,000  or 35.6%  from the same  period  a year  ago.  Similarly,  sales to
European  customers and to all other areas of the world  decreased by $1,288,000
and $2,083,000, respectively, a combined decrease of 16.7%.

         Sales of machines accounted for $28,567,000 during the first quarter of
1999 compared to $46,405,000 for the same 1998 period,  a decline of $17,838,000
or 38.4%. Sales of non-machine products and services of $17,627,000  represented
a reduction of $1,747,000 or 9.0% from the same quarter last year.

         The Company's  orders backlog at March 31, 1999 dropped by 35.2% from a
year  earlier.  However,  backlog rose during the first quarter of 1999 by 13.4%
from its level at December 31, 1998.  This was the result of a strong  influx of
orders at the end of the current quarter.

         Gross Profit.  Gross margin, as a percentage of sales, was 33.7% in the
first  quarter  of 1999,  compared  to 34.7% for the same  period in 1998.  This
reduction is the net result of several factors.  First, the significant downturn
in customer  demand has been felt across the entire machine tool  industry.  For
example,  published data on consumption of U.S.  domestic metal cutting machines
indicate a reduction in demand of approximately  53% for the first two months of
1999  compared  to the same  period  during  1998.  This  condition  resulted in
significant price discounting among machine tool suppliers,  including Hardinge.
At the same time,  the  relatively  larger  portion of  Hardinge  total sales to
customers  outside the United  States also caused a reduction  in gross  margin.
This  is true  because  foreign  sales  are  typically  conducted  more  through
distributor-based distribution channels requiring higher discounts than domestic
sales which often are made by the Company's direct sales force. Offsetting these
margin  reductions  is the fact  that the  relative  proportion  of total  sales
attributable to non-machine products and services has increased during the first
quarter of 1999  compared  to 1998.  Higher  gross  margins on these  items have
helped to offset the effects of price and channel of  distribution  discounting.
Finally,  the Company made  significant  reductions in  productive  and overhead
labor levels in January 1999 in response to the lower sales volume.



<PAGE>



         Selling,  General, and Administrative  Expenses.  Selling,  general and
administrative   ("SG&A")  expenses  during  the  first  quarter  of  1999  were
$12,095,000  compared  to  $13,671,000  for the  same  quarter  of  1998,  for a
reduction of $1,576,000. The Company's January 1999 workforce reduction resulted
in reduced levels of SG&A labor in response to declining market conditions,  and
additional cost reduction measures were taken as well. However,  the significant
decline in sales volume  described  above  resulted in SG&A as a  percentage  of
sales increasing to 26.2% for the quarter ended March 31, 1999 compared to 20.8%
a year earlier.

         Income from  Operations.  Income from operations as a percentage of net
sales  decreased in the three month period ended March 31, 1999 to 7.5% from the
14.0% earned for the same period in 1998. In January 1999,  the Company  reduced
its U.S.  workforce by approximately  200 jobs, or 15%, in response to declining
market conditions,  and took other cost reduction measures as well. However, the
substantial  reduction in sales volume for the first  quarter of 1999 could only
be partially offset by these cost reduction efforts.

         Interest Expense and Income.  Interest expense decreased to $489,000 in
the first  quarter  of 1999,  from  $573,000  in the same 1998  period.  Average
outstanding  debt for this year's  quarter was somewhat  lower than the previous
year.  The Company  also paid  slightly  lower  interest  rates during the first
quarter of 1999. Interest income,  earned primarily on customer notes,  remained
nearly constant over the two periods.

         Income  Taxes.  The  provision  for income taxes as a percentage of net
income was 33.3% for the first quarter of 1999 compared to 37.7% a year earlier.
The  decrease  in  average  tax rate is the  result  of two  factors.  First,  a
relatively  larger  portion of 1999 earnings is  attributable  to profits of the
Company's  European  operations,  where the effective  tax rate is  considerably
lower than in the U.S.  Second,  the  Company's  U.S.  operations  experienced a
higher utilization of U.S. income tax credits during 1999's first quarter.

         Net Income.  Net income for the first quarter of 1999 was $2,082,000 or
$.22 diluted  earnings per share compared to $5,454,000 or $.58 diluted earnings
per share for the first  quarter of 1998  after  restatement  for the  Company's
3-for-2 stock split in May, 1998.

         Earnings Per Share.  All earnings per share and weighted  average share
amounts are  presented  to conform with  Financial  Accounting  Standards  Board
Statement No. 128, Earnings Per Share.  Additionally,  to provide  comparability
between periods, prior period data have also been restated to give effect to the
Company's 3-for-2 stock split which took place in May 1998.



<PAGE>



Quarterly Information

         The following  table sets forth certain  quarterly  financial  data for
each of the periods indicated.
<TABLE>
<CAPTION>
                                                                    Three Months Ended
                                                   Mar. 31,       June 30,     Sept. 30,       Dec. 31,
                                                     1998           1998          1998           1998
                                                 ----------------------------------------------------------
                                                 ----------------------------------------------------------
                                                           (in thousands, except per share data)
                                                 ----------------------------------------------------------
<S>                                               <C>           <C>           <C>            <C>     
   Net Sales                                      $ 65,779      $ 65,071      $ 62,041       $ 66,734
   Gross Profit                                     22,853        23,600        22,606         23,038
   Income from operations                            9,182         9,068         7,720          7,670
   Net income                                        5,454         5,409         4,531          4,889
   Diluted earnings per share                          .58           .57           .48            .52
   Weighted average shares outstanding               9,441         9,468         9,468          9,468
</TABLE>
<TABLE>
<CAPTION>
                                                                    Three Months Ended
                                                   Mar. 31,
                                                     1999
                                                 ----------------------------------------------------------
                                                 ----------------------------------------------------------
                                                           (in thousands, except per share data)
                                                 ----------------------------------------------------------
<S>                                               <C>     
   Net Sales                                      $ 46,194
   Gross Profit                                     15,548
   Income from operations                            3,453
   Net income                                        2,082
   Diluted earnings per share                          .22
   Weighted average shares outstanding               9,431
</TABLE>


Liquidity and Capital Resources


         For the first  three  months of 1999,  operating  activities  generated
$13,125,000 of cash compared to $10,014,000 for the same period during 1998, for
an  increase  of  $3,111,000.  There  are  several  reasons  for this  increase.
Operating  funds were  generated  by a smaller  reduction  in  accounts  payable
($3,621,000)  from  the  previous  year's  comparable  quarter  and by a  larger
reduction in inventory ($1,470,000) during the first quarter of 1999 compared to
the  year-ago  quarter.  These  sources of  operating  funds were  offset by the
reduction in net profit of  $3,372,000  between the two  quarters,  with smaller
changes making up the remaining difference.

         Investing   activities  for  the  quarter  ended  March  31,  1999,  at
$2,501,000,  used  $4,176,000  less than the same  quarter of last year.  1998's
first quarter  investments  were  unusually  high as a result of the purchase of
several large items of manufacturing equipment.  Financing activities during the
first quarter of 1999 used cash of  $10,631,000,  or $8,351,000 more than 1998's
first quarter.  The additional cash usage resulted  primarily from a net paydown
of total debt of $8,435,000 in the first quarter of 1999,  compared to a paydown
of $743,000 for the year-ago quarter.


<PAGE>

         Hardinge's  current  ratio at March 31,  1999 was  5.04:1  compared  to
5.25:1 at December 31, 1998.

         Hardinge provides long-term financing for the purchase of its equipment
by qualified  customers.  The Company  periodically  sell portfolios of customer
notes to  financial  institutions  in order to reduce debt and  finance  current
operations.   The  customer  financing  program  has  an  impact  on  Hardinge's
month-to-month borrowings, but it has had little long-term impact on its working
capital  because of the ability to sell the underlying  notes.  The Company sold
$10,238,000  of customer  notes in the first three months of 1998. No notes were
sold  during  1999's  first  quarter  as a  result  of the  lower  sales  levels
previously  discussed coupled with the fact that a considerably lower portion of
total sales were recorded on contracts.

         Hardinge  maintains  revolving loan  agreements with several U.S. banks
providing  for  unsecured  borrowing  up to  $70,000,000  on a revolving  basis,
$20,000,000  through November 1, 1999 and $50,000,000 through August 1, 2002. At
November 1, 1999 any outstanding  balance on the $20,000,000  facility converts,
at the  Company's  option,  to a term loan  payable  quarterly  over four  years
through 2003. It is the Company's  intent to negotiate a new revolver  agreement
to replace this  arrangement on or before  November 1, 1999.  These  facilities,
along with other short term credit  agreements,  provide for immediate access of
up to  $77,000,000.  At March  31,  1999,  outstanding  borrowings  under  these
arrangements totaled $20,718,000.

         We believe that currently available funds and credit facilities,  along
with internally generated funds, will provide sufficient financial resources for
ongoing operations.


Year 2000 Issue

         The Year 2000 issue  arises  from the use of  two-digit  date fields in
certain computer programs which may cause problems as the year changes from 1999
to 2000.  If the Company's  computer  systems do not  correctly  recognize  date
information,  there  could  be  a  material  adverse  effect  on  the  Company's
operations.  The  Company  has  identified  risk  associated  with the Year 2000
problem in the following  areas:  (i) systems used by the Company to operate its
business;  (ii)  systems used by the  Company's  critical  suppliers;  and (iii)
warranty or other potential claims from the Company's customers. The Company has
evaluated  its risks in these  areas and is in the  process  of  implementing  a
program to minimize any potential  impact on operations  arising out of the Year
2000 problem.  The Company's efforts have been directed by a Steering  Committee
consisting  of  executive  officers  and  other  appropriate  personnel.   Costs
associated  with the program are not  expected to be  significant  and are being
expensed as incurred with funding through operating cash flows.

         With respect to IT (Information  Technology)  systems,  the Company has
reviewed,  tested  and  corrected,  where  necessary,  all  internally-generated
software for the ability to recognize the year 2000. Where the Company relies on
outside software  vendors,  the Company has received  written  assurance of, and
tested for, such  software's  ability to properly  perform  beyond  December 31,
1999.

         Non-information  technology  ("Non-IT")  systems  include  plant  floor
machinery  and systems  with  embedded  technology  such as  microprocessors  or
microcontrollers  which  operate such facility  related items as phone  systems,
access  controls and heating,  ventilation  and air  conditioning  systems.  The
Company has  identified,  tested  where  possible and  received  when  available
written  confirmation  that its  facility-related  non-IT equipment is Year 2000
compliant and has requested written  assurance from its key equipment  suppliers
that their internal operations and products are and will be Year 2000 compliant.
Currently, a majority of suppliers have provided information indicating they are
addressing the Y2K issue in their own operations.

<PAGE>

         The Company  believes that its past and current  products are Year 2000
compliant and therefore  exposure to warranty and other potential  claims is not
expected to be outside the  ordinary  course of  business.  With  respect to the
computerized  control  systems in place on the Company's  machines sold in prior
years,  the Company's  primary  supplier of these controls has provided  written
assurance that both their previously-supplied and current controls are Year 2000
compliant.

         As part of its Year 2000 compliance program,  the Company has developed
a  contingency  plan to  address  what it views as the  most  likely  worst-case
scenario  resulting  from  one or  more  of  the  above-identified  risks  being
realized. At this time, the Company believes that the failure of a third-party's
system to  perform  as  represented  poses the  greatest  risk to the  Company's
operations.  The contingency plan identifies alternative suppliers and addresses
other  potential  third-party  failures.  While  the  Company  believes  it  has
addressed all critical Year 2000 issues, there is no guarantee against internal,
external and third-party system failures related to the Year 2000 problem.  Such
failures  could  have a  material  adverse  effect on the  Company's  results of
operations, liquidity and financial condition.


Subsequent Event

         On April 9, 1999,  Hardinge announced a stock repurchase  program.  The
Board of Directors has  authorized the repurchase of up to 1.0 million shares of
the  Company's  common  stock,  or   approximately   10%  of  the  total  shares
outstanding.  Current  report  on Form 8-K was  filed  with the  Securities  and
Exchange  Commission  on April 16,  1999.  To date,  the Company  has  purchased
147,500 shares under the program.




         This report contains  statements,  including those relating to the year
2000 issue, of a forward-looking nature relating to the financial performance of
Hardinge  Inc. in 1999.  Such  statements  are based upon  information  known to
management at this time. The company  cautions that such statements  necessarily
involve  uncertainties  and risk and deal  with  matters  beyond  the  company's
ability to control,  and in many cases the company  cannot  predict what factors
would cause actual results to differ materially from those indicated.  Among the
many factors  that could cause actual  results to differ from those set forth in
the  forward-looking  statements are  fluctuations  in the machine tool business
cycles,  changes in general economic  conditions in the U.S. or internationally,
the mix of products sold and the profit margins thereon, the relative success of
the  company's  entry into new product and  geographic  markets , the  company's
ability to manage its operating costs,  actions taken by customers such as order
cancellations  or reduced  bookings by customers or  distributors,  competitors'
actions such as price  discounting  or new product  introductions,  governmental
regulations and environmental  matters,  changes in the availability and cost of
materials and supplies,  the  implementation  of new  technologies  and currency
fluctuations.  Any  forward-looking  statement  should be considered in light of
these   factors.   The  company   undertakes   no   obligation   to  revise  its
forward-looking statements if unanticipated events alter their accuracy.





<PAGE>



PART I.  ITEM 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         None

Part II. OTHER INFORMATION

Item 1.  Legal Proceedings
         None

Item 2.  Changes in Securities
         None

Item 3.  Default upon Senior Securities
         None

Item 4.  Submission of Matters to a Vote of Security Holders
         None

Item 5. Other Information
         None

Item 6.  Exhibits and Reports on Form 8-K

         A.    Exhibits


               27.1     Financial Data Schedule

               27.2     Restated Financial Data Schedule


         B.    Reports on Form 8-K

               Current report on Form 8-K, dated  January  13, 1999 was filed in
connection with a January 7, 1999 press release announcing a workforce reduction
and a restructuring charge for moving the company's Hansvedt facility in 
Illinois to Elmira, NY.




<PAGE>




                                   SIGNATURES

         Pursuant to the  requirements  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.


                                  Hardinge Inc.


May 12, 1999                         By:_/s/ Robert E. Agan                    
Date                                     Robert E. Agan
                                         Chairman of the Board, President /CEO



May 12, 1999                         By:_/s/ J. Patrick Ervin__________________
Date                                     J. Patrick Ervin
                                         Executive Vice President



May 12, 1999                         By:_/s/ Richard L. Simons_________________
Date                                     Richard  L. Simons
                                         Senior Vice President and Chief
                                         Financial Officer
                                         (Principal Financial Officer)



<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
     THIS SCHEDULE CONTAINS INFORMATION EXTRACTED FROM THE COMPANY'S UNAUDITED 
FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>

<MULTIPLIER>                                     1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-END>                               MAR-31-1999
<CASH>                                           2,132
<SECURITIES>                                         0
<RECEIVABLES>                                   70,754
<ALLOWANCES>                                         0
<INVENTORY>                                     87,822
<CURRENT-ASSETS>                               150,416
<PP&E>                                         144,952
<DEPRECIATION>                                  68,715
<TOTAL-ASSETS>                                 248,256
<CURRENT-LIABILITIES>                           29,869
<BONDS>                                              0
                                0
                                          0
<COMMON>                                            99
<OTHER-SE>                                     179,228
<TOTAL-LIABILITY-AND-EQUITY>                   248,256
<SALES>                                         46,194
<TOTAL-REVENUES>                                46,194
<CGS>                                           30,646
<TOTAL-COSTS>                                   12,095
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 489
<INCOME-PRETAX>                                  3,121
<INCOME-TAX>                                     1,039
<INCOME-CONTINUING>                              2,082
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     2,082
<EPS-PRIMARY>                                      .22
<EPS-DILUTED>                                      .22
        


</TABLE>

<TABLE> <S> <C>


<ARTICLE>                     5
<LEGEND>
      THIS RESTATED SCHEDULE CONTAINS INFORMATION EXTRACTED FROM THE COMPANY'S 
UNAUDITED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. EARNINGS 
PER SHARE AMOUNTS HAVE BEEN RESTATED TO REFLECT A THREE FOR TWO STOCK SPLIT IN 
MAY, 1998.
</LEGEND>
<MULTIPLIER>                                     1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-END>                               MAR-31-1998
<CASH>                                           2,618
<SECURITIES>                                         0
<RECEIVABLES>                                   70,963
<ALLOWANCES>                                         0
<INVENTORY>                                     89,880
<CURRENT-ASSETS>                               157,286
<PP&E>                                         134,724
<DEPRECIATION>                                  65,221
<TOTAL-ASSETS>                                 246,495
<CURRENT-LIABILITIES>                           37,843
<BONDS>                                         32,383
                                0
                                          0
<COMMON>                                            66
<OTHER-SE>                                     167,229
<TOTAL-LIABILITY-AND-EQUITY>                   246,495
<SALES>                                         65,779
<TOTAL-REVENUES>                                65,779
<CGS>                                           42,926
<TOTAL-COSTS>                                   13,671
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 573
<INCOME-PRETAX>                                  8,759
<INCOME-TAX>                                     3,305
<INCOME-CONTINUING>                              5,454
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     5,454
<EPS-PRIMARY>                                      .58
<EPS-DILUTED>                                      .58
        


</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission