<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended May 30, 1999
----------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 1-8044
-------------------------------------------------------
HUNT CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Pennsylvania 21-0481254
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Commerce Square 2005 Market Street, Philadelphia, PA 19103
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone no., including area code (215) 656-0300
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 July 1, 1999, there were outstanding 10,399,340 shares of the registrant's
common stock.
<PAGE>
Page 2
HUNT CORPORATION
INDEX
<TABLE>
<CAPTION>
<S> <C> <C>
Page
----
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements
Condensed Consolidated Balance Sheets as of
May 30, 1999 and November 29, 1998 3
Condensed Consolidated Statements of Income -
Three Months and Six Months Ended May 30, 1999
and May 31, 1998 4
Consolidated Statements of Comprehensive Income -
Three Months and Six Months Ended May 30, 1999
and May 31, 1998 5
Condensed Consolidated Statements of Cash Flows -
Six Months Ended May 30, 1999 and May 31, 1998 6
Notes to Condensed Consolidated Financial
Statements 7 - 8
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations 9 - 13
Item 3 - Quantitative and Qualitative Disclosures about Market Risk 14
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings 15
Item 4 - Submission of Matters to a Vote of Security Holders 16
Item 6 - Exhibits and Reports on Form 8-K 17
Signatures 18
Exhibit Index 19
</TABLE>
<PAGE>
Part I - FINANCIAL INFORMATION Page 3
----------------------
Item 1. Financial Statements
Hunt Corporation
Condensed Consolidated Balance Sheets
(Unaudited)
(In thousands except share and per share amounts)
<TABLE>
<CAPTION>
May 30, November 29,
ASSETS 1999 1998
--------- ---------
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 30,930 $ 40,724
Accounts receivable, less allowance for doubtful
accounts: 1999, $1,666; 1998, $1,721 34,198 31,018
Inventories:
Raw materials 7,552 7,867
Work in process 3,455 3,033
Finished goods 12,090 10,704
--------- ---------
Total inventories 23,097 21,604
Deferred income taxes 4,757 4,769
Prepaid expenses and other current assets 1,212 1,402
--------- ---------
Total current assets 94,194 99,517
Property, plant and equipment, at cost, less
accumulated depreciation and amortization:
1999, $41,341; 1998, $37,818 47,646 49,917
Excess of acquisition costs over net assets acquired,
less accumulated amortization 24,372 26,021
Other assets 11,937 11,402
--------- ---------
Total assets $ 178,149 $ 186,857
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 313 $ 479
Accounts payable 10,671 12,503
Accrued expenses:
Salaries, wages and commissions 2,387 2,302
Income taxes 2,234 1,930
Other 15,576 17,742
--------- ---------
Total current liabilities 31,181 34,956
Long-term debt, less current portion 58,206 57,741
Deferred income taxes 553 374
Other non-current liabilities 16,230 15,906
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.10 par value, authorized 1,000,000
shares (including 50,000 shares of Series A Junior
Participating Preferred); none issued -- --
Common stock, $.10 par value, 40,000,000 shares
authorized; issued: 1999 and 1998 -16,152,322 shares 1,615 1,615
Capital in excess of par value 6,434 6,434
Cumulative translation adjustment (1,744) 446
Minimum pension liability (1,545) (1,545)
Retained earnings 160,743 158,316
--------- ---------
165,503 165,266
Less cost of treasury stock:
1999 - 5,752,982 shares; 1998 - 5,162,082 shares (93,524) (87,386)
--------- ---------
Total stockholders' equity 71,979 77,880
--------- ---------
Total liabilities and stockholders' equity $ 178,149 $ 186,857
========= =========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
<PAGE>
Page 4
Hunt Corporation
Condensed Consolidated Statements of Income
(Unaudited)
(In thousands except per share amounts)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
--------------------------- ---------------------------
May 30, May 31, May 30, May 31,
1999 1998 1999 1998
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net sales $ 61,185 $ 62,381 $ 121,554 $ 123,645
Cost of sales 37,498 37,764 75,085 75,345
--------- --------- --------- ---------
Gross profit 23,687 24,617 46,469 48,300
Selling, administrative and general expenses 19,538 19,708 37,947 37,975
Restructuring and other -- (2,175) -- (2,171)
--------- --------- --------- ---------
Income from operations 4,149 7,084 8,522 12,496
Interest expense 1,111 1,037 2,300 2,219
Other income, net (423) (1,023) (920) (1,890)
--------- --------- --------- ---------
Income before income taxes 3,461 7,070 7,142 12,167
Provision for income taxes 1,211 2,230 2,499 4,013
--------- --------- --------- ---------
Net income $ 2,250 $ 4,840 $ 4,643 $ 8,154
========= ========= ========= =========
Net income per share - Basic $ .22 $ .43 $ .44 $ .73
========= ========= ========= =========
Net income per share - Diluted $ .22 $ .41 $ .44 $ .69
========= ========= ========= =========
Dividends per common share $ .103 $ .103 $ .205 $ .205
========= ========= ========= =========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
<PAGE>
Page 5
Hunt Corporation
Consolidated Statements of Comprehensive Income
(Unaudited)
(In thousands)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
----------------------- -----------------------
May 30, May 31, May 30, May 31,
1999 1998 1999 1998
------- ------- ------- -------
<S> <C> <C> <C> <C>
Net income $ 2,250 $ 4,840 $ 4,643 $ 8,154
Other comprehensive income:
Foreign currency translation adjustments,
net of income taxes of $318 and $766 in 1999,
and $22 and $331 in 1998, respectively (591) (47) (1,424) (672)
------- ------- ------- -------
Comprehensive income $ 1,659 $ 4,793 $ 3,219 $ 7,482
======= ======= ======= =======
</TABLE>
See accompanying notes to condensed consolidated financial statements.
<PAGE>
Page 6
Hunt Corporation
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
Six Months Ended
------------------------------
May 30, May 31,
1999 1998
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 4,643 $ 8,154
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and amortization 4,536 4,102
Deferred income taxes 209 931
Loss (gain) on disposals of property, plant and equipment 4 (10)
Payments/credits for special charges (1,171) (3,741)
Issuance of stock under management incentive bonus
and stock grant plans -- 197
Changes in operating assets and liabilities (7,600) (20,411)
-------- --------
Net cash provided by (used in) operating activities 621 (10,778)
-------- --------
Cash flows from investing activities:
Additions to property, plant and equipment (2,359) (8,998)
Other, net (25) --
-------- --------
Net cash used in investing activities (2,384) (8,998)
-------- --------
Cash flows from financing activities:
Proceeds from issuance of long-term debt 8,678 2,476
Payments on long-term debt, including current maturities (7,952) (770)
Book overdrafts (247) (777)
Purchases of treasury stock (6,138) --
Proceeds from exercise of stock options -- 1,487
Dividends paid (2,185) (2,300)
Other, net (31) 41
-------- --------
Net cash provided by (used in) financing activities (7,875) 157
-------- --------
Effect of exchange rate changes on cash (156) (126)
-------- --------
Net decrease in cash and cash equivalents (9,794) (19,745)
Cash and cash equivalents, beginning of period 40,724 65,449
-------- --------
Cash and cash equivalents, end of period $ 30,930 $ 45,704
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
Page 7
Hunt Corporation
Notes to Condensed Consolidated Financial Statements
(Unaudited)
1. The accompanying condensed consolidated financial statements and related
notes are unaudited; however, in management's opinion all adjustments
(consisting of normal recurring accruals) necessary for a fair presentation of
the financial position at May 30, 1999 and the results of operations and cash
flows for the periods shown have been made. Such statements are presented in
accordance with the requirements of Form 10-Q and do not include all disclosures
normally required by generally accepted accounting principles or those normally
made in Form 10-K.
2. In the first quarter of fiscal 1999, the Company adopted Statement of
Financial Accounting Standards ("SFAS") No. 130, "Reporting Comprehensive
Income." SFAS No. 130 establishes standards for the reporting and display of the
components of comprehensive income in the financial statements. See Consolidated
Statements of Comprehensive Income herein.
3. A reconciliation of weighted average common shares outstanding to weighted
average of common shares outstanding assuming dilution in calculating the
earnings per share is shown below (in thousands):
<TABLE>
<CAPTION>
Three Months Ended
------------------
May 30, May 31,
1999 1998
---- ----
<S> <C> <C>
Average common shares outstanding - basic 10,424 11,281
Add: common equivalent shares representing
shares issuable upon exercise of stock options
and stock grants 1 637
------ ------
Average common shares and dilutive
securities outstanding 10,425 11,918
====== ======
Six Months Ended
----------------
May 30, May 31,
1999 1998
---- ----
Average common shares outstanding - basic 10,609 11,240
Add: common equivalent shares representing
shares issuable upon exercise of stock options
and stock grants 3 589
------ ------
Average common shares and dilutive
securities outstanding 10,612 11,829
======= ======
</TABLE>
<PAGE>
Page 8
4. The following table sets forth the details and the cumulative activity in the
various accruals and reserves associated with the prior years' restructuring
plans in the Condensed Consolidated Balance Sheet at May 30,1999 (in thousands):
<TABLE>
<CAPTION>
Balance at Current Cash Non-Cash Balance at
November 29, 1998 Provision Reductions Activity May 30, 1999
------------------ --------- ---------- -------- ------------
<S> <C> <C> <C> <C> <C>
Lease Obligations $ 1,873 - $ (411) - $ 1,462
Severance 722 - (497) - 225
Inventory 400 - (78) $(42) 280
Fixed Assets 235 - - - 235
Other 487 - (185) - 302
------- ------- -------- ----- ---------
Total $ 3,717 - $ (1,171) $(42) $ 2,504
======= ======== ===== =========
</TABLE>
5. The Company has been sued for patent infringement with respect to one of its
minor products. After a jury trial during the Company's second quarter of fiscal
1998, the U.S. District in the Western District of Wisconsin entered judgment
against the Company in this matter and awarded damages to the plaintiffs in the
amount of $3.3 million, plus interests and costs. The Company and its patent
legal counsel believe that the verdict against the Company was incorrect and
that it will be reversed on appeal. Accordingly, the Company has not recorded
any liability in its financial statements associated with this judgment.
However, there can be no assurance that the Company will prevail in this matter.
In the event of an unfavorable final judgment against the Company, management
believes that it will not have a material impact on the Company's financial
position, but it could have a material effect on quarterly or annual results of
operations. (See also Note 15 to the Consolidated Financial Statements included
in the Company's 1998 Form 10-K.)
<PAGE>
Page 9
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
The following discussion includes certain forward-looking statements within the
meaning of the Private Securities Litigation Act of 1995. Such forward-looking
statements represent management's assessment based upon information currently
available, but are subject to risks and uncertainties which could cause actual
results to differ materially from those set forth in the forward-looking
statements. These risks and uncertainties include, but are not limited to, the
Company's ability to successfully complete the implementation, and realize the
anticipated growth and other benefits, of its strategic plan on a timely basis;
the effect of, and changes in, worldwide general economic conditions;
technological and other changes affecting the manufacture of and demand for the
Company's products; competitive and other pressures in the market place; the
impact of Year 2000 issues; the outcome of litigation in which the Company is
engaged; and other risks and uncertainties set forth herein and in the Company's
Forms 10-Q, 10-K and 8-K filings with the Securities and Exchange Commission.
In April 1997, the Company initiated a new strategy for growth and restructuring
plan (the "strategic plan") designed to restore higher levels of sales growth,
profitability and to reduce its cost structure. Although the Company believes
that its plan to achieve higher growth and profitability will be successful in
the long term and that most of the cost savings resulting from the strategic
plan will continue in future years, there can be no assurance that such will be
the case. (See Note 4 to the Notes to Condensed Consolidated Financial
Statements herein.)
Results of Operations
- ---------------------
Net Sales
- ---------
Net sales of $61.2 million for the second quarter and $121.6 million for the
first half of fiscal 1999 declined 2% from the corresponding fiscal periods of
fiscal 1998. These decreases were largely due to lower sales of graphics
products (down 7% for the second quarter and 5% for the first half), partially
offset by higher sales of consumer products (up 6% for the second quarter and 3%
for the first half). In addition, sales were adversely impacted by lower net
selling prices in the second quarter and first half of fiscal 1999 compared to
last year, as well as by a general softness in demand for some of the Company's
products. The decreases in graphics products were largely the result of lower
mounting and laminating equipment products sales (down 19% and 18%,
respectively) and board products sales (down 9% and 1%, respectively), while the
increases in consumer products sales were due primarily to higher sales of
pencil sharpeners and staplers. Export sales decreased 46% and 36% in the second
quarter and first half of fiscal 1999, respectively, compared to the same prior
year periods. Foreign sales decreased 10% and 9%, respectively, in the second
quarter and first half of fiscal 1999 compared to the same periods of fiscal
1998.
<PAGE>
Page 10
Management is uncertain as to how long and to what extent the softness in demand
for its graphics products will continue. Management believes that there are
efforts in place for the graphics products business as well as new graphics
product programs that should begin showing benefits in the second half of fiscal
1999. However, there can be no assurance that such will be the case.
Gross Profit
- ------------
The Company's gross profit percentage decreased to 38.7% of net sales in the
second quarter of fiscal 1999 from 39.5% in the second quarter of fiscal 1998
and decreased to 38.2% in the first half of fiscal 1999 compared to 39.1% in the
first half of fiscal 1998. These decreases in gross profit dollars and
percentages were primarily the result of lower net selling prices, unfavorable
product and customer mix and lower unit sales. Management expects the pressure
on selling prices attributable to the growing bargaining power of the Company's
largest customers, such as office products superstores, to continue during
fiscal 1999. The Company's raw material cost increases have remained below the
rate of inflation for the past several years; however, management is uncertain
how long this will continue.
Selling, Administrative and General Expenses
- --------------------------------------------
Selling, administrative and general expenses, as a percentage of net sales,
increased to 31.9% and 31.2%, respectively, for the second quarter and first
half of fiscal 1999 compared to 31.6% and 30.7% for the same periods of fiscal
1998. These percentage increases were principally due to higher administrative
and general costs (due to higher information services costs and professional
services expenses) and lower marketing and selling expenses (due primarily to
the timing of product promotions, marketing research and product packaging
development costs). In fiscal 1998, certain information services costs were
capitalized. Such costs are now expensed as incurred.
Restructuring and Other
- -----------------------
In the second quarter of fiscal 1998, the Company reduced by $1.8 million ($1.2
million after taxes, or $.11 per share on a basic basis and $.10 per share on a
diluted basis) some of its reserves established in connection with the Company's
implementation of its strategic plan during fiscal 1997. In addition, during the
second quarter of fiscal 1998, due to lower inventory returns, the Company
reversed some of its reserves in the amount of $.4 million ($.3 million after
taxes, or $.02 per share on a basic and diluted basis) related to one of the
divested businesses.
<PAGE>
Page 11
Other Income, Net
- -----------------
Other income, net, decreased $.6 million in the second quarter of fiscal 1999
and $1.0 million in the first half of fiscal 1999 compared to the second quarter
and first half of fiscal 1998. These decreases were due to lower interest income
resulting from lower average cash balances and the forgiveness of a loan ($.4
million pretax) at one of the Company's foreign operations during the second
quarter of fiscal 1998.
Provision for Income Taxes
- --------------------------
The Company's effective income tax rate was 35% for the second quarter and first
half of fiscal 1999 compared to 31.5% and 33%, respectively, for the second
quarter and first half of fiscal 1998. The lower 1998 effective tax rates were
due primarily to favorable resolutions of prior years' tax exposures.
Financial Condition
- -------------------
The Company's working capital decreased to $63.0 million at the end of the
second quarter of fiscal 1999 from $64.6 million at the end of fiscal 1998. The
current ratio increased slightly to 3.0 at May 30, 1999 from 2.9 at November 29,
1998. The Company's debt/capitalization percentage increased to 45% at the end
of the second quarter of fiscal 1999 compared to 43% at the end of fiscal 1998.
Available cash balances were sufficient during the first six months of fiscal
1999 to fund additions to property, plant and equipment of $2.4 million, to pay
cash dividends of $2.2 million, and to fund the repurchase of $6.1 million of
the Company's common shares. Current assets decreased to $94.2 million at the
end of the first quarter of fiscal 1999 from $99.5 million at the end of fiscal
1998 largely as a result of lower cash and cash equivalent balances, partially
offset by higher accounts receivable and inventory balances.
The decrease in cash and cash equivalents was largely due to the repurchase of
the Company's common shares, payments of dividends, capital expenditures and
payments associated with the strategic plan. The $3.2 million increase in
accounts receivable was largely due to timing of payments by major customers
during the first half of fiscal 1999. Inventories increased to $23.1 million at
May 30, 1999 from $21.6 million at November 29, 1998, due principally to
inventory build-up in anticipation of sales expected in the third quarter of
fiscal 1999.
Current liabilities decreased to $31.2 million at the end of the first quarter
of fiscal 1999 from $35.0 million at the end of fiscal 1998. This decrease was
largely attributable to the timing of accounts payable payments and reductions
in the accruals associated with the Company's strategic plan.
<PAGE>
Page 12
The effect of unfavorable currency exchange rates for the British pound sterling
and the Dutch guilder (the functional currencies of the Company's U.K. and
Holland operations, respectively) was the principal cause for the $2.2 million
decrease in the cumulative translation adjustment account in stockholders'
equity.
The Company has a revolving credit agreement of $75 million and a line of credit
agreement of $2.5 million. There was $5.8 million borrowed under these credit
facilities as of May 30, 1999. Management believes that funds generated from
operations, combined with the existing credit facilities, will be sufficient to
meet currently anticipated working capital and other capital and debt service
requirements. Should the Company require additional funds, management believes
that the Company could obtain them at competitive costs. Management currently
expects that total fiscal 1999 expenditures for additions to property, plant and
equipment to increase capacity and productivity will approximate $7.5 million,
of which approximately $2.4 million has been expended through the first six
months of fiscal 1999.
Year 2000 Update
- ----------------
The Company is continuing its work to mitigate the Year 2000 ("Y2K") issue.
These efforts involve assessment, identification of non-compliant systems,
remediation, testing, and verification, including replacing and/or updating
existing systems, as well as establishing contingency plans relating to Y2K
risks.
The Company has substantially completed the necessary modifications to its
critical and ancillary systems and applications. To date, the project is
proceeding on schedule and is expected to be completed by the end of the third
quarter of fiscal 1999.
The Company also has initiated communications with significant suppliers and
customers to identify and coordinate the remediation of any Y2K issues they may
have which might affect the Company, and the Company is still in the process of
determining the Company's vulnerability if these companies should fail to
remediate their Y2K issues.
The Company's costs incurred to date in addressing the Y2K issues have not been
significant and are being funded through operating cash flows. The total
implementation costs (relating principally to new hardware and software)
capitalized to date are $5.5 million, which should represent substantially all
of the capitalized costs to be incurred. These costs not only addressed Y2K
issues but also provided for operational efficiencies and cost reductions. The
Company continues to evaluate future costs associated with these efforts based
on actual experience but does not currently anticipate that such costs will have
a material impact on the Company's results of operations or financial position.
It is difficult to identify or prepare for the absolute worse case Y2K scenario.
However, the most likely worst case scenario for the Company would include,
among other things, temporary slowdowns of operations at the Company's
facilities, whether due to an external power failure or otherwise, delays in
receipt of supplies, failure to be able to serve
<PAGE>
Page 13
customers, lost sales and failure of management controls. Although the Company
believes that its systems will be fully operational and will not cause any
material disruptions because of Y2K issues, there can be no assurance that this
will be the case. Further, because of the uncertainties associated with
assessing the potential effects of non-preparedness of suppliers and customers,
there is a risk of a material adverse effect on the Company's future results of
operations if these constituencies do not correct their Y2K problems, if any, on
a timely basis. The Company plans to continue assessing these risks through
reviews with its major suppliers and customers.
The Company is preparing contingency plans relating specifically to identified
Y2K risks and developing cost estimates relating to these plans. Contingency
plans may include stockpiling raw materials and packaging materials, increasing
inventory levels, securing alternative sources of supply and other appropriate
measures. The Company anticipates completion of the Y2K contingency plans during
the third quarter of fiscal 1999. Once developed, Y2K contingency plans and
related cost estimates will be reviewed and modified as additional information
becomes available.
New Accounting Standard
- -----------------------
During the first quarter of fiscal 1999, the Company adopted SFAS No. 130,
"Reporting Comprehensive Income." SFAS No. 130 establishes standards for the
reporting and display of the components of comprehensive income in the financial
statements. See the Consolidated Statements of Comprehensive Income herein.
In June 1999, the Financial Accounting Standards Board approved issuance of a
final statement to defer the effective date of SFAS No. 133 , "Accounting for
Derivative Instruments and Hedging Activities." Consequently, SFAS No. 133 will
now be effective for fiscal years beginning after June 15, 2000. The adoption of
SFAS No. 133 is not expected to have a material effect on the Company's
consolidated results of operations, financial position or cash flows.
<PAGE>
Page 14
Item 3 - Quantitative and Qualitative Disclosures about Market Risk
There have been no material changes in the Company's market risk since the Form
10-K filing for the fiscal year ended November 29, 1998.
<PAGE>
Page 15
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
Reference is made to Part I, Item 3 of the Company's fiscal 1998 Form 10-K and
to Note 5 to the Condensed Consolidated Financial Statements herein.
<PAGE>
Page 16
Part II - OTHER INFORMATION
---------------------------
Item 4 - Submission of Matters to a Vote of Security Holders
(a) and (c)
The Company's Annual Meeting of Shareholders was held on April 21,
1999, and in connection therewith, proxies were solicited by management pursuant
to Regulation 14 under the Securities Exchange Act of 1934. An aggregate of
10,522,340 shares of the Company's common stock ("Shares") were outstanding and
entitled to vote at the meeting. At the meeting the following matters (not
including ordinary procedural matters) were submitted to a vote of the holders
of Shares, with the results indicated below:
1. Election of a class of four directors to serve until the 2002 Annual
Meeting. The following persons, all of whom were serving as directors
and were management's nominees for reelection, were reelected. There
was no solicitation in opposition to such nominees. The tabulation of
votes was as follows:
- -------------------------------------------------------------------------------
Withheld
Nominee For (including any broker nonvotes)
- -------------------------------------------------------------------------------
Donald D. Belcher 9,580,991 23,737
- -------------------------------------------------------------------------------
Robert H. Rock, D.B.A. 9,580,991 23,737
- -------------------------------------------------------------------------------
Malcolm J. Thompson, PhD. 9,578,668 26,060
- -------------------------------------------------------------------------------
Victoria B. Vallely 9,580,352 24,376
- -------------------------------------------------------------------------------
2. Ratification of independent auditors. The appointment of
PricewaterhouseCoopers LLP as the Company's independent auditors for
fiscal 1999 was ratified. The tabulation of votes was as follows:
================================================================================
Abstentions
For Against (including any broker nonvotes)
- --------------------------------------------------------------------------------
8,023,653 4,346 1,576,729
================================================================================
<PAGE>
Page 17
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits
27 Financial Data Schedule for the quarter ended May 30, 1999.
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the quarter for which this
report is filed.
<PAGE>
Page 18
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.
HUNT CORPORATION.
Date July 12, 1999 By /s/ William E. Chandler
---------------------------- ------------------------------------
William E. Chandler
Senior Vice President, Finance
(Principal Financial Officer)
Date July 12, 1999 By /s/ Donald L. Thompson
----------------------------- ------------------------------------
Donald L. Thompson
Chairman of the Board
and Chief Executive Officer
Date July 12, 1999 By /s/ John Fanelli III
----------------------------- ------------------------------------
John Fanelli III
Vice President, Corporate Controller
(Principal Accounting Officer)
<PAGE>
Page 19
EXHIBIT INDEX
Exhibit 27 - Financial Data Schedule for the quarter ended May 30, 1999
----------------------------------------------------------
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAY-30-1999
<PERIOD-END> MAY-30-1999
<CASH> 30,930
<SECURITIES> 0
<RECEIVABLES> 35,864
<ALLOWANCES> (1,666)
<INVENTORY> 23,097
<CURRENT-ASSETS> 94,194
<PP&E> 88,987
<DEPRECIATION> (41,341)
<TOTAL-ASSETS> 178,149
<CURRENT-LIABILITIES> 31,181
<BONDS> 58,206
0
0
<COMMON> 1,615
<OTHER-SE> 70,364
<TOTAL-LIABILITY-AND-EQUITY> 178,149
<SALES> 121,554
<TOTAL-REVENUES> 121,554
<CGS> 75,085
<TOTAL-COSTS> 75,085
<OTHER-EXPENSES> 37,589
<LOSS-PROVISION> 358
<INTEREST-EXPENSE> 2,300
<INCOME-PRETAX> 7,142
<INCOME-TAX> 2,499
<INCOME-CONTINUING> 4,643
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,643
<EPS-BASIC> .44
<EPS-DILUTED> .44
</TABLE>
