<PAGE>
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 September 30, 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 September 30, 1999 there were 9,515,782 shares of Common Sock of
the Registrant outstanding.
1
<PAGE>
HARDINGE INC. AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
Part I Financial Information Page
<S> <C> <C> <C>
Item 1. Financial Statements
Consolidated Balance Sheets at September 30, 1999 and 3
December 31, 1998.
Consolidated Statements of Income and Retained Earnings 5
for the three months ended September 30, 1999 and 1998,
and the nine months ended September 30, 1999 and 1998.
Condensed Consolidated Statements of Cash Flows for 6
the nine months ended September 30, 1999 and 1998.
Notes to Consolidated Financial Statements. 7
Item 2. Management's Discussion and Analysis of Financial 9
Condition and Results of Operations.
Item 3. Quantitative and Qualitative Disclosures About 14
Market Risks
Part II Other Information
Item 1. Legal Proceedings 14
Item 2. Changes in Securities 14
Item 3. Default upon Senior Securities 14
Item 4. Submission of Matters to a Vote of Security Holders 14
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 14
Signatures 15
</TABLE>
2
<PAGE>
PART I, ITEM 1
HARDINGE INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
Sept. 30, Dec. 31,
1999 1998
------------------------
(Unaudited)
<S> <C> <C>
Assets
Current assets:
Cash $1,644 $2,192
Accounts receivable 49,140 54,631
Notes receivable 7,886 7,194
Inventories 84,472 91,965
Deferred income taxes 2,299 2,299
Prepaid expenses 3,863 2,960
------------------------
Total current assets 149,304 161,241
Property, plant and equipment:
Property, plant and equipment 145,512 143,937
Less accumulated depreciation 72,260 67,183
------------------------
73,252 76,754
Other assets:
Notes receivable 15,997 13,063
Goodwill 3,830 3,938
Other 2,000 1,685
------------------------
21,827 18,686
------------------------
Total assets $244,383 $256,681
------------------------
------------------------
</TABLE>
See accompanying notes.
3
<PAGE>
HARDINGE INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS--CONTINUED
(IN THOUSANDS)
<TABLE>
<CAPTION>
Sept. 30, Dec. 31,
1999 1998
-----------------------
(Unaudited)
<S> <C> <C>
Liabilities and shareholders' equity
Current liabilities:
Accounts payable $ 10,513 $ 11,368
Notes payable to bank 4,242 5,018
Accrued expenses 12,742 8,540
Accrued income taxes 1,190
Deferred income taxes 1,986 2,111
Current portion long-term debt 3,550 3,654
-----------------------
Total current liabilities 34,223 30,691
Other liabilities:
Long-term debt 23,679 35,415
Accrued pension plan expense 3,527 3,527
Deferred income taxes 1,697 1,863
Accrued postretirement benefits 5,557 5,390
-----------------------
34,460 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 September 30, 1999
and 9,843,992 at December 31, 1998 99 98
Additional paid-in capital 61,613 60,351
Retained earnings 127,980 127,526
Treasury shares (6,240) (853)
Accumulated other comprehensive income -
Foreign currency translation adjustments (3,320) (2,485)
Deferred employee benefits (4,432) (4,842)
-----------------------
Total shareholders' equity 175,700 179,795
-----------------------
Total liabilities and shareholders' equity $244,383 $256,681
-----------------------
-----------------------
</TABLE>
See accompanying notes.
4
<PAGE>
HARDINGE INC. AND SUBSIDIARIES
Consolidated Statements of Income and Retained Earnings (Unaudited)
(In Thousands, Except Per Share Data)
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
1999 1998 1999 1998
------------------- ----------------------
<S> <C> <C> <C> <C>
Net Sales $42,399 $62,041 $134,474 $192,891
Cost of sales 28,881 39,435 91,027 123,832
------------------- ----------------------
Gross profit 13,518 22,606 43,447 69,059
Selling, general and
administrative expenses 11,790 14,886 35,774 43,089
------------------- ----------------------
Income from operations 1,728 7,720 7,673 25,970
Interest expense 362 572 1,327 1,743
Interest (income) (129) (120) (403) (379)
------------------- ----------------------
Income before income taxes 1,495 7,268 6,749 24,606
Income taxes 515 2,737 2,229 9,212
------------------- ----------------------
Net income 980 4,531 4,520 15,394
Retained earnings at beginning of period 128,337 120,714 127,526 112,625
Less dividends declared 1,337 1,377 4,066 4,118
Less transfer to common stock due to
stock split in form of a dividend 33
------------------- ----------------------
Retained earnings at end of period $127,980 $123,868 $127,980 $123,868
------------------- ----------------------
------------------- ----------------------
Per share data:
Basic earnings per share $ .11 $ .48 $ .48 $ 1.63
------------------- ----------------------
------------------- ----------------------
Weighted average number
of common shares outstanding 9,264 9,426 9,366 9,419
------------------- ----------------------
------------------- ----------------------
Diluted earnings per share $ .11 $ .48 $ .48 $ 1.63
------------------- ----------------------
------------------- ----------------------
Weighted average number
of common shares outstanding 9,265 9,468 9,385 9,452
------------------- ----------------------
------------------- ----------------------
Cash Dividends Declared $ .14 $ .14 $ .42 $ .42
------------------- ----------------------
------------------- ----------------------
</TABLE>
See accompanying notes.
5
<PAGE>
HARDINGE INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(IN THOUSANDS)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1999 1998
-------------------------
<S> <C> <C>
Net cash provided by operating activities $24,593 $ 20,659
Investing activities:
Capital expenditures (3,626) (15,263)
-------------------------
Net cash (used in) investing activities (3,626) (15,263)
Financing activities:
(Decrease) in short-term notes payable to bank (654) (3,158)
(Decrease) increase in long-term debt (11,552) 3,835
(Purchase) of treasury stock (5,178) (430)
Dividends paid (4,066) (4,118)
-------------------------
Net cash (used in) financing activities (21,450) (3,871)
Effect of exchange rate changes on cash (65) 80
-------------------------
Net (decrease) increase in cash ($ 548) $1,605
-------------------------
-------------------------
</TABLE>
See accompanying notes
6
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 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 and nine month periods ended
September 30, 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.
NOTE B--INVENTORIES
Inventories are summarized as follows (dollars in thousands):
<TABLE>
<CAPTION>
September 30, December 31,
1999 1998
---------------- -----------------
<S> <C> <C>
Finished products $ 39,913 $ 36,185
Work-in-process 23,565 29,499
Raw materials and purchased components 20,994 26,281
---------------- -----------------
$ 84,472 $ 91,965
---------------- -----------------
---------------- -----------------
</TABLE>
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.
NOTE D--COMPANY STOCK REPURCHASE PROGRAM
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. The Company has purchased 278,904 shares under the program as of
September 30, 1999.
7
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
SEPTEMBER 30, 1999
NOTE E--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.
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:
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
----------------------------- ----------------------------
1999 1998 1999 1998
---------------------------- ------------------------------
<S> <C> <C> <C> <C>
Numerator:
Net income $ 980 $ 4,531 $ 4,520 $ 15,394
Numerator for basic earnings per share 980 4,531 4,520 15,394
Numerator for diluted earnings per share 980 4,531 4,520 15,394
Denominator:
Denominator for basic earnings per share
-weighted average shares 9,264 9,426 9,366 9,419
Effect of diluted securities:
Restricted stock and stock options 1 42 19 33
---------------------------- ------------------------------
Denominator for diluted earnings per share
-adjusted weighted average shares 9,265 9,468 9,385 9,452
Basic earnings per share $ .11 $ .48 $ .48 $ 1.63
---------------------------- ------------------------------
---------------------------- ------------------------------
Diluted earnings per share $ .11 $ .48 $ .48 $ 1.63
---------------------------- ------------------------------
---------------------------- ------------------------------
</TABLE>
NOTE F--REPORTING COMPREHENSIVE INCOME
During the three months and nine months ended September 30, 1999 and
1998, the components of total comprehensive income consisted of the following
(dollars in thousands):
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30, September 30,
1999 1998 1999 1998
------------ ------------- ------------ -------------
<S> <C> <C> <C> <C>
Net Income $ 980 $ 4,531 $ 4,520 $ 15,394
Foreign currency translation adjustments 643 814 (835) 510
------------ ------------- ------------ -------------
Comprehensive Income $ 1,623 $ 5,345 $ 3,685 $ 15,904
------------ ------------- ------------ -------------
------------ ------------- ------------ -------------
</TABLE>
8
<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 and nine month periods
ended September 30, 1999 and 1998 and in the Company's financial condition
during the nine month period ended September 30, 1999.
RESULTS OF OPERATIONS
NET SALES. Net sales for the quarter ended September 30, 1999 totaled
$42,399,000 compared to $62,041,000 during the same 1998 quarter, a decrease of
31.7%. Year to date sales of $134,474,000 for the first nine months of 1999
represent a decrease of 30.3% from 1998's nine month total of $192,891,000.
These overall reductions in sales were attributable to the continuing depression
in worldwide demand for machine tools.
Sales of machines accounted for $25,387,000 of net sales for the
third quarter of 1999, while sales of non-machine products and services
contributed the remaining $17,012,000. Compared to the prior year's third
quarter, machine sales decreased by 39.7% while other products experienced a
decline of 14.6%. For the nine months ended September 30, 1999 machine revenues
were $83,020,000 or 61.7% of total volume with the remaining $51,454,000 or
38.3% coming from other products. This compares to the first nine months of 1998
where machine revenues totaled $133,679,000 or 69.3%, and other revenues totaled
$59,212,000 or 30.7%.
Sales to customers in the United States for the quarter ended
September 30, 1999 totaled $28,300,000, a decrease of 34.1% from $42,943,000 for
the same 1998 quarter. Sales to European customers similarly decreased by 32.6%,
from $12,437,000 to $8,382,000. Sales to all other parts of the world also
declined, by 14.2%, from 1998's third quarter total of $6,661,000 to $5,717,000
for the third quarter of 1999. The nine months ended September 30, 1999 showed
similar reductions of 35.5%, 17.2% and 21.2%, respectively, for the United
States, Europe, and all other areas. Sales apportionment among the US, Europe,
and all other areas was 64.4%, 25.2%, and 10.4%, respectively, compared to
69.6%, 21.2%, and 9.2% during 1998.
GROSS PROFIT. Gross margin for the third quarter and first nine months
of 1999, as a percentage of sales, declined significantly, from 36.4% for the
third quarter of 1998 to 31.9% during the third quarter of 1999, and from 35.8%
to 32.3% for the respective nine month periods. The decline in margin rate for
both the quarter and year to date is largely a result of the increasing relative
value of the fixed cost component of the Company's manufacturing operation as
production volumes remain at depressed levels. Further contributing to the
margin shortfall was the significant price discounting experienced throughout
1999 as manufacturers of metal cutting machinery compete for fewer orders in the
face of declining demand for machine tools. At the same time, the relatively
larger portion of sales going to customers outside the United States caused
further erosion of gross margin due to the typically higher distribution
discounts associated with those sales.
9
<PAGE>
SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative ("SG&A") expenses were 27.8% of sales during the third quarter of
1999 compared to 24.0% a year earlier. SG&A expenses for the nine months ended
September 30, 1999 and 1998 were 26.6% and 22.3%, respectively. In addition to
the workforce reduction of 15% made at the beginning of the year, the Company
continues to implement numerous other initiatives to reduce SG&A expenses in the
face of the declining market demand for machine tools. SG&A expenses for the
third quarter and year to date 1999 have been reduced from prior year levels by
$3,096,000 (20.8%) and $7,315,000 (17.0%), respectively.
INCOME FROM OPERATIONS. Income from operations as a percentage of net
sales decreased for the three months ended September 30, 1999 to 4.1%, from
12.4% a year earlier. Income from operations for the first nine months of 1999
decreased to 5.7% of sales compared to 13.5% for the same period of 1998.
INTEREST EXPENSE. Interest expense for the quarter ended September 30,
1999 was $362,000 compared to $572,000 a year earlier. Interest expense for the
nine month periods ended September 30, 1999 and 1998 was $1,327,000 and
$1,743,000, respectively. The reduced expense was largely the result of reduced
borrowing for working capital requirements as sales volume dropped during 1999.
INTEREST INCOME. Interest income remained relatively unchanged for the
quarter and nine months ended September 30, 1999 compared to a year earlier.
INCOME TAXES. The provision for income taxes as a percentage of net
income was 34.4% and 33.0% for the third quarter and first nine months of 1999,
respectively, compared to 37.7% and 37.4% for the corresponding periods of 1998.
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 have experienced a
higher utilization of U.S. income tax credits during 1999.
NET INCOME. Net income for the third quarter of 1999 was $980,000, or
$.11 per share, compared to $4,531,000, or $.48 per share, for the third quarter
of 1998. Year to date 1999 net income was $4,520,000, or $.48 per share,
compared to $15,394,000, or $1.63 per share for the same 1998 period. The
deterioration in earnings is the result of all the factors discussed above.
EARNINGS PER SHARE. All earnings per share and weighted average share
amounts are computed in accordance to Financial Accounting Standards Board
Statement No. 128, EARNINGS PER SHARE.
10
<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, June 30, Sept. 30,
1999 1999 1999
----------------------------------------
(in thousands, except per share data)
----------------------------------------
<S> <C> <C> <C>
Net Sales $46,194 $45,881 $42,399
Gross Profit 15,548 14,381 13,518
Income from operations 3,453 2,492 1,728
Net income 2,082 1,458 980
Diluted earnings per share .22 .16 .11
Weighted average shares outstanding 9,431 9,342 9,265
</TABLE>
Earnings per share amounts are based on the weighted average shares
outstanding for each period presented. As a result of the changes in outstanding
shares from quarter to quarter, the total of the quarters earnings per share may
not equal the year to date earnings per share.
LIQUIDITY AND CAPITAL RESOURCES
The decrease in sales for the first nine months of 1999 compared to
1998 had a significant impact on cash flow. Hardinge's operating activities for
the nine months ended September 30, 1999 provided funds totaling $24,593,000
compared to $ 20,659,000 for the same period a year earlier, an increase of
$3,934,000. This resulted from the fact that, while funds generated from net
income were $10,874,000 less this year, reduced operating levels also allowed
for a net reduction of $13,633,000 of cash required to support operating assets
and liabilities. The primary contributors to this cash availability were
reductions in inventories and receivables. Investing activities used only
$3,626,000 of cash during the first nine months of 1999, compared to $15,263,000
a year earlier. The extra cash generated by these changes in activity levels has
been used by the Company to purchase $4,748,000 more of its own capital stock
for its treasury during the first nine months of 1999 compared to 1998, and has
allowed for net debt reductions which exceeded last year by $12,883,000.
Hardinge's current ratio at September 30, 1999 was 4.36:1, compared to
5.25:1 at December 31, 1998.
11
<PAGE>
Hardinge provides long-term financing for the purchase of its equipment
by qualified customers. We periodically sell portfolios of our customer notes to
financial institutions in order to reduce debt and finance current operations.
Our customer financing program has an impact on our month-to-month borrowings,
but it has had little long-term impact on our working capital because of the
ability to sell the underlying notes. During 1998 sales of customer note
portfolios to third parties were conducted on a quarterly basis. Due to the
lower sales volume in 1999, only one such sale has been made to date, with a
second sale anticipated to be made shortly before the end of the year. We sold
$8,766,000 of customer notes in the first nine months of 1999, compared to
$30,455,000 during the same period of 1998.
At September 30, 1999 Hardinge maintained 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. Any amounts outstanding on the $20,000,000 line expiring
November 1, 1999 convert, at the Company's option, to term loans payable
quarterly over four years through 2003. These facilities, along with other short
term credit agreements, provide for immediate access of up to $78,000,000. At
September 30, 1999, outstanding borrowings under these arrangements totaled
$17,053,000. It is the Company's intent to not renew the $20,000,000 revolver
when it expires on November 1, as the remaining $58,000,000 will be sufficient
to meet anticipated short-term cash requirements. The Company feels its
significant financial strength will allow it to negotiate future additional
credit lines relatively quickly should a strategic need arise.
We believe that the 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.
12
<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.
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.
13
<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
B. Reports on Form 8-K
There were no reports filed on 8K during the quarter.
14
<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.
NOVEMBER 11, 1999 By: /s/ Robert E. Agan
- ---------------------- ----------------------------------------
Date Robert E. Agan
Chairman of the Board, President /CEO
NOVEMBER 11, 1999 By: /s/ J. Patrick Ervin
- ---------------------- ----------------------------------------
Date J. Patrick Ervin
Executive Vice President
NOVEMBER 11, 1999 By: /s/ Richard L. Simons
- ---------------------- ----------------------------------------
Date Richard L. Simons
Senior Vice President and Chief Financial Officer
(Principal Financial Officer)
15
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS INFORMATION EXTRACTED FROM THE COMPANY'S UNAUDITED
FINANCIAL STATEMENTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999 AND IS
QUALIFIED IN ITS ENTIRETY BY REFENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000313716
<NAME> HARDINGE INC.
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0
0
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</TABLE>
