<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------------------
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended June 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________
to __________ Commission file number _________
---------------------------------------------
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
(Full Title of Plan)
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
1101 PENNSYLVANIA AVENUE, NW
WASHINGTON, D.C. 20004
(Name of issuer of the securities held pursuant to the
Plan and address of its principal executive office)
---------------------------------------------
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Financial Statements and Supplemental Schedules
June 26, 1999 and 1998
(With Independent Auditors' Report Thereon)
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Index to Financial Statements and Supplemental Schedules
Page
Independent Auditors' Report 1
Statement of Net Assets Available for Plan Benefits -
June 26, 1999 2
Statement of Net Assets Available for Plan Benefits -
June 26, 1998 3
Statement of Changes in Net Assets Available for Plan Benefits -
Year ended June 26, 1999 4
Statement of Changes in Net Assets Available for Plan Benefits -
Year ended June 26, 1998 5
Notes to Financial Statements 6
Schedules
1 Line 27a - Schedule of Investments Held at End of Plan Year -
June 26, 1999 11
2 Line 27d - Schedule of Reportable Transactions -
Year ended June 26, 1999 12
All other supplemental schedules omitted are not applicable or are not required
based on disclosure requirements of the Employee Retirement Income Security Act
of 1974 and regulations issued by the Department of Labor.
<PAGE>
Independent Auditors' Report
The Administrative Committee of the Board of Directors
Harman International Industries, Incorporated:
We have audited the accompanying statements of net assets available for Plan
benefits of the Harman International Industries, Incorporated Retirement
Savings Plan (the Plan) as of June 26, 1999 and 1998 and the related statements
of changes in net assets available for Plan benefits for the years then ended.
These financial statements are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial statements
based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for Plan benefits of the
Harman International Industries, Incorporated Retirement Savings Plan as of
June 26, 1999 and 1998 and the changes in net assets available for Plan
benefits for the years then ended in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information in
Schedules 1 and 2 is presented for the purpose of complying with the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974 and is not a required part
of the basic financial statements. These supplemental schedules are the
responsibility of the Plan's management. The fund information in the
statements of net assets available for Plan benefits and the related
statements of changes in net assets available for Plan benefits is presented
for purposes of additional analysis rather than to present the net assets
available for Plan benefits and the changes in net assets available for Plan
benefits of each fund. The supplemental schedules and fund information have
been subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated, in all material
respects, when considered in relation to the basic financial statements taken
as a whole.
/s/ KPMG LLP
November 12, 1999
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1999
The Putnam
Fund for
Fixed Income Growth and
Assets Fund Income
Investments:
Guaranteed investment
contracts $27,355,861 -
Mutual funds - 24,799,248
Harman International
Industries, Incorporated
common stock - -
Money market funds 293,664 -
Participant loans - -
27,649,525 24,799,248
Contributions receivable 730,595 470,067
Total assets 28,380,120 25,269,315
Liabilities
Other liabilities 10,678 9,578
Net assets available for
Plan benefits $28,369,442 25,259,737
2
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1999
(continued)
Harman
International George
Industries, Putnam
Incorporated Fund of
Assets Common Stock Boston
Investments:
Guaranteed investment
contracts $ - -
Mutual funds - 7,864,121
Harman International
Industries, Incorporated
common stock 7,342,920 -
Money market funds - -
Participant loans - -
7,342,920 7,864,121
Contributions receivable 278,480 170,517
Total assets 7,621,400 8,034,638
Liabilities
Other liabilities 2,836 3,037
Net assets available for
Plan benefits $7,618,564 8,031,601
2
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1999
(continued)
Putnam
Investors Putnam
Assets Fund Voyager Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 3,380,553 20,225,308
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - -
3,380,553 20,225,308
Contributions receivable 130,367 448,784
Total assets 3,510,920 20,674,092
Liabilities
Other liabilities 1,306 7,811
Net assets available for
Plan benefits $ 3,509,614 20,666,281
2
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1999
(continued)
Putnam
Diversified
Putnam Income and
Assets OTC Fund Trust Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 1,615,843 494,879
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - -
1,615,843 494,879
Contributions receivable 114,989 36,301
Total assets 1,730,832 531,180
Liabilities
Other liabilities 624 191
Net assets available for
Plan benefits $ 1,730,208 530,989
2
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1999
(continued)
Putnam
Putnam Asset
Overseas Allocation
Assets Growth Fund Growth Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 1,561,282 358,689
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - -
1,561,282 358,689
Contributions receivable 75,258 29,367
Total assets 1,636,540 388,056
Liabilities
Other liabilities 603 139
Net assets available for
Plan benefits $ 1,635,937 387,917
2
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1999
(continued)
Putnam Putnam
Asset Asset
Allocation Allocation
Balanced Conservative
Assets Fund Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 202,690 220,777
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - -
202,690 220,777
Contributions receivable 13,260 10,452
Total assets 215,950 231,229
Liabilities
Other liabilities 78 85
Net assets available for
Plan benefits $ 215,872 231,144
2
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1999
(continued)
Putnam
New
Opportunities Participant
Assets Fund Loan Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 8,509,696 -
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - 416
8,509,696 416
Contributions receivable 340,306 -
Total assets 8,850,002 416
Liabilities
Other liabilities 3,287 -
Net assets available for
Plan benefits $ 8,846,715 416
2
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1999
(continued)
Assets Total
Investments:
Guaranteed investment
contracts $ 27,355,861
Mutual funds 69,233,086
Harman International
Industries, Incorporated
common stock 7,342,920
Money market funds 293,664
Participant loans 416
104,225,947
Contributions receivable 2,848,743
Total assets 107,074,690
Liabilities
Other liabilities 40,253
Net assets available for
Plan benefits $107,034,437
See accompanying notes to financial statements.
2
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1998
The Putnam
Fund for
Fixed Income Growth and
Assets Fund Income
Investments:
Guaranteed investment
contracts $ 23,359,736 -
Mutual funds - 23,658,142
Harman International
Industries, Incorporated
common stock - -
Money market funds 960,229 -
Participant loans - -
24,319,965 23,658,142
Contributions receivable 1,000,455 793,622
Total assets 25,320,420 24,451,764
Liabilities
Other liabilities 1,569 1,527
Net assets available for
Plan benefits $ 25,318,851 24,450,237
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1998
(continued)
Harman
International George
Industries, Putnam
Incorporated Fund of
Assets Common Stock Boston
Investments:
Guaranteed investment
contracts $ - -
Mutual funds - 7,468,023
Harman International
Industries, Incorporated
common stock 7,654,103 -
Money market funds - -
Participant loans - -
7,654,103 7,468,023
Contributions receivable 556,126 319,543
Total assets 8,210,229 7,787,566
Liabilities
Other liabilities 494 482
Net assets available for
Plan benefits $ 8,209,735 7,787,084
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1998
(continued)
Putnam
Investors Putnam
Assets Fund Voyager Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 1,693,184 17,304,275
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - -
1,693,184 17,304,275
Contributions receivable 143,494 748,066
Total assets 1,836,678 18,052,341
Liabilities
Other liabilities 109 1,117
Net assets available for
Plan benefits $ 1,836,569 18,051,224
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1998
(continued)
Putnam
Diversified
Putnam Income and
Assets OTC Fund Trust Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 1,089,764 623,075
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - -
1,089,764 623,075
Contributions receivable 146,049 49,607
Total assets 1,235,813 672,682
Liabilities
Other liabilities 70 40
Net assets available for
Plan benefits $ 1,235,743 672,642
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1998
(continued)
Putnam
Putnam Asset
Overseas Allocation
Assets Growth Fund Growth Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 986,906 212,974
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - -
986,906 212,974
Contributions receivable 96,731 31,552
Total assets 1,083,637 244,526
Liabilities
Other liabilities 64 14
Net assets available for
Plan benefits $ 1,083,573 244,512
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1998
(continued)
Putnam Putnam
Asset Asset
Allocation Allocation
Balanced Conservative
Assets Fund Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 132,623 11,697
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - -
132,623 11,697
Contributions receivable 12,509 7,421
Total assets 145,132 19,118
Liabilities
Other liabilities 9 1
Net assets available for
Plan benefits $ 145,123 19,117
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1998
(continued)
Putnam
New
Opportunities Participant
Assets Fund Loan Fund
Investments:
Guaranteed investment
contracts $ - -
Mutual funds 6,925,659 -
Harman International
Industries, Incorporated
common stock - -
Money market funds - -
Participant loans - 5,836
6,925,659 5,836
Contributions receivable 467,672 -
Total assets 7,393,331 5,836
Liabilities
Other liabilities 447 -
Net assets available for
Plan benefits $ 7,392,884 5,836
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Plan Benefits
June 26, 1998
(continued)
Assets Total
Investments:
Guaranteed investment
contracts $ 23,359,736
Mutual funds 60,106,322
Harman International
Industries, Incorporated
common stock 7,654,103
Money market funds 960,229
Participant loans 5,836
92,086,226
Contributions receivable 4,372,847
Total assets 96,459,073
Liabilities
Other liabilities 5,943
Net assets available for
Plan benefits $ 96,453,130
See accompanying notes to financial statements.
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1999
The Putnam
Fund for
Fixed Income Growth and
Fund Income
Employer contributions, net $ 262,737 679,718
Employee contributions 1,012,633 1,262,852
Fund transfers, net 3,453,770 (1,577,778)
Other additions (deletions),
net - 12,293
4,729,140 377,085
Investment income:
Interest and dividends 1,447,182 2,110,913
Net appreciation
(depreciation) 267 741,228
Net investment income 1,447,449 2,852,141
Benefit payments 3,108,445 2,407,862
Administrative expenses 17,553 11,864
3,125,998 2,419,726
Net increase (decrease) 3,050,591 809,500
Net assets at beginning
of year 25,318,851 24,450,237
Net assets at end of year $ 28,369,442 25,259,737
4
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1999
(continued)
Harman
International George
Industries, Putnam
Incorporated Fund of
Common Stock Boston
Employer contributions,
net $ 411,107 246,723
Employee contributions 716,330 422,285
Fund transfers, net (2,440,527) (60,870)
Other additions (deletions),
net (3,352) 712
(1,316,442) 608,850
Investment income:
Interest and dividends 38,631 723,872
Net appreciation
(depreciation) 1,420,880 (176,883)
Net investment income 1,459,511 546,989
Benefit payments 729,521 907,406
Administrative expenses 4,719 3,916
734,240 911,322
Net increase (decrease) (591,171) 244,517
Net assets at beginning
of year 8,209,735 7,787,084
Net assets at end of year $ 7,618,564 8,031,601
4
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1999
(continued)
Putnam
Investors Putnam
Fund Voyager Fund
Employer contributions, net $ 187,660 649,871
Employee contributions 434,717 1,303,794
Fund transfers, net 1,085,038 (557,582)
Other additions (deletions),
net 312 1,160
1,707,727 1,397,243
Investment income:
Interest and dividends 73,740 1,237,022
Net appreciation
(depreciation) 361,848 1,611,688
Net investment income 435,588 2,848,710
Benefit payments 468,345 1,620,952
Administrative expenses 1,925 9,944
470,270 1,630,896
Net increase (decrease) 1,673,045 2,615,057
Net assets at beginning
of year 1,836,569 18,051,224
Net assets at end of year $ 3,509,614 20,666,281
4
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1999
(continued)
Putnam
Diversified
Putnam Income and
OTC Fund Trust Fund
Employer contributions, net $ 159,429 49,987
Employee contributions 312,997 86,036
Fund transfers, net 82,762 (166,876)
Other additions (deletions),
net - -
555,188 (30,853)
Investment income:
Interest and dividends 43,087 42,758
Net appreciation
(depreciation) 67,591 (64,727)
Net investment income 110,678 (21,969)
Benefit payments 170,245 88,403
Administrative expenses 1,156 428
171,401 88,831
Net increase (decrease) 494,465 (141,653)
Net assets at beginning
of year 1,235,743 672,642
Net assets at end of year $ 1,730,208 530,989
4
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1999
(continued)
Putnam Putnam Asset
Overseas Allocation
Growth Fund Growth Fund
Employer contributions, net $ 110,041 49,791
Employee contributions 194,299 78,051
Fund transfers, net 214,664 15,637
Other additions (deletions),
net - -
519,004 143,479
Investment income:
Interest and dividends 35,466 7,476
Net appreciation
(depreciation) 132,974 19,373
Net investment income 168,440 26,849
Benefit payments 134,089 26,630
Administrative expenses 991 293
135,080 26,923
Net increase (decrease) 552,364 143,405
Net assets at beginning
of year 1,083,573 244,512
Net assets at end of year $ 1,635,937 387,917
4
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1999
(continued)
Putnam Asset
Putnam Asset Allocation
Allocation Conservative
Balanced Fund Fund
Employer contributions, net $ 21,563 17,158
Employee contributions 37,429 29,275
Fund transfers, net 17,826 172,811
Other additions (deletions),
net - -
76,818 219,244
Investment income:
Interest and dividends 5,294 4,721
Net appreciation (depreciation) 2,955 880
Net investment income 8,249 5,601
Benefit payments 14,124 12,651
Administrative expenses 194 167
14,318 12,818
Net increase (decrease) 70,749 212,027
Net assets at beginning
of year 145,123 19,117
Net assets at end of year $ 215,872 231,144
4
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1999
(continued)
Putnam
New
Opportunities Participant
Fund Loan Fund
Employer contributions, net $ 487,033 -
Employee contributions 1,004,399 -
Fund transfers, net (238,875) -
Other additions (deletions),
net 935 (5,420)
1,253,492 (5,420)
Investment income:
Interest and dividends 245,491 -
Net appreciation (depreciation) 732,580 -
Net investment income 978,071 -
Benefit payments 772,938 -
Administrative expenses 4,794 -
777,732 -
Net increase (decrease) 1,453,831 (5,420)
Net assets at beginning
of year 7,392,884 5,836
Net assets at end of year $ 8,846,715 416
4
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1999
(continued)
Total
Employer contributions, net $ 3,332,818
Employee contributions 6,895,097
Fund transfers, net -
Other additions (deletions),
net 6,640
10,234,555
Investment income:
Interest and dividends 6,015,653
Net appreciation (depreciation) 4,850,654
Net investment income 10,866,307
Benefit payments 10,461,611
Administrative expenses 57,944
10,519,555
Net increase (decrease) 10,581,307
Net assets at beginning of year 96,453,130
Net assets at end of year $ 107,034,437
See accompanying notes to financial statements.
4
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1998
The Putnam
Fund for
Fixed Income Growth and
Fund Income
Employer contributions, net $ 1,908,051 740,145
Employee contributions 1,118,548 1,458,657
Fund transfers, net (158,255) (160,724)
Other additions (deletions),
net 516 1,975
2,868,860 2,040,053
Investment income:
Interest and dividends 1,408,324 2,846,437
Net appreciation
(depreciation) - 750,094
Net investment income 1,408,324 3,596,531
Benefit payments 2,179,405 1,759,234
Administrative expenses 23,820 19,891
2,203,225 1,779,125
Net increase (decrease) 2,073,959 3,857,459
Net assets at beginning
of year 23,244,892 20,592,778
Net assets at end of year $ 25,318,851 24,450,237
5
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1998
(continued)
Harman
International George
Industries, Putnam
Incorporated Fund of
Common Stock Boston
Employer contributions, net $ 609,790 352,823
Employee contributions 902,286 549,996
Fund transfers, net (2,369,447) (375,037)
Other additions (deletions), net (1,569) 2,367
(858,940) 530,149
Investment income:
Interest and dividends 38,394 670,868
Net appreciation
(depreciation) 28,993 398,332
Net investment income 67,387 1,069,200
Benefit payments 844,398 509,823
Administrative expenses 19,005 6,759
863,403 516,582
Net increase (decrease) (1,654,956) 1,082,767
Net assets at beginning
of year 9,864,691 6,704,317
Net assets at end of year $ 8,209,735 7,787,084
5
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1998
(continued)
Putnam
Investors Putnam
Fund Voyager Fund
Employer contributions, net $ 160,188 677,330
Employee contributions 305,713 1,389,953
Fund transfers, net 642,704 679,644
Other additions (deletions),
net 220 4,984
1,108,825 2,751,911
Investment income:
Interest and dividends 82,511 873,919
Net appreciation
(depreciation) 239,985 3,145,030
Net investment income 322,496 4,018,949
Benefit payments 55,284 1,323,556
Administrative expenses 1,052 14,178
56,336 1,337,734
Net increase (decrease) 1,374,985 5,433,126
Net assets at beginning
of year 461,584 12,618,098
Net assets at end of year $ 1,836,569 18,051,224
5
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1998
(continued)
Putnam
Diversified
Putnam Income and
OTC Fund Trust Fund
Employer contributions, net $ 182,360 62,084
Employee contributions 308,562 100,876
Fund transfers, net 278,534 136,358
Other additions (deletions), net - -
769,456 299,318
Investment income:
Interest and dividends 52 40,616
Net appreciation (depreciation) 156,349 2,099
Net investment income 156,401 42,715
Benefit payments 32,926 22,519
Administrative expenses 979 681
33,905 23,200
Net increase (decrease) 891,952 318,833
Net assets at beginning
of year 343,791 353,809
Net assets at end of year $ 1,235,743 672,642
5
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1998
(continued)
Putnam Putnam Asset
Overseas Allocation
Growth Fund Growth Fund
Employer contributions, net $ 109,675 30,962
Employee contributions 192,845 74,764
Fund transfers, net 259,377 134,336
Other additions (deletions),
net 437 -
562,334 240,062
Investment income:
Interest and dividends 37,050 1,372
Net appreciation
(depreciation) 95,263 3,390
Net investment income 132,313 4,762
Benefit payments 33,885 280
Administrative expenses 774 32
34,659 312
Net increase (decrease) 659,988 244,512
Net assets at beginning
of year 423,585 -
Net assets at end of year $ 1,083,573 244,512
5
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1998
(continued)
Putnam Asset
Putnam Asset Allocation
Allocation Conservative
Balanced Fund Fund
Employer contributions, net $ 13,013 6,460
Employee contributions 11,511 5,215
Fund transfers, net 118,893 6,908
Other additions (deletions),
net - -
143,417 18,583
Investment income:
Interest and dividends 418 635
Net appreciation
(depreciation) 1,335 (95)
Net investment income 1,753 540
Benefit payments - -
Administrative expenses 47 6
47 6
Net increase (decrease) 145,123 19,117
Net assets at beginning of year - -
Net assets at end of year $ 145,123 19,117
5
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1998
(continued)
Putnam
New
Opportunities Participant
Fund Loan Fund
Employer contributions, net $ 514,471 -
Employee contributions 1,056,336 -
Fund transfers, net 806,709 -
Other additions (deletions),
net 2,970 (16,652)
2,380,486 (16,652)
Investment income:
Interest and dividends 118,928 845
Net appreciation
(depreciation) 1,426,337 -
Net investment income 1,545,265 845
Benefit payments 701,720 -
Administrative expenses 5,506 -
707,226 -
Net increase (decrease) 3,218,525 (15,807)
Net assets at beginning
of year 4,174,359 21,643
Net assets at end of year $ 7,392,884 5,836
5
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Year ended June 26, 1998
(continued)
Total
Employer contributions, net $ 5,367,352
Employee contributions 7,475,262
Fund transfers, net -
Other additions (deletions),
net (4,752)
12,837,862
Investment income:
Interest and dividends 6,120,369
Net appreciation (depreciation) 6,247,112
Net investment income 12,367,481
Benefit payments 7,463,030
Administrative expenses 92,730
7,555,760
Net increase (decrease) 17,649,583
Net assets at beginning
of year 78,803,547
Net assets at end of year $ 96,453,130
See accompanying notes to financial statements.
5
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
June 26, 1999 and 1998
(1) Summary of Significant Accounting Policies
(a) Basis of Presentation
The accompanying financial statements of the Harman International Industries,
Incorporated Retirement Savings Plan (the Plan) have been presented on an
accrual basis and present the net assets available for Plan benefits and
changes in those net assets.
(b) Investments
Investments in guaranteed investment contracts (GIC) are reported at contract
value. Contract value represents contributions plus interest at the contract
rate, less funds used to pay withdrawals and administration expenses.
The Plan invests in mutual funds managed by Putnam Management Company, Inc.
The investments in mutual funds are reported at fair value, which is based on
quotations obtained from national securities exchanges.
The Plan also invests in shares of Harman International Industries,
Incorporated (the Company) common stock. The fair value of the Company stock
is determined based on quotations obtained from national securities exchanges.
The assets of the Participant Loan Fund represent loans to certain participants
(note 2) and are carried at outstanding loan balance, which approximates fair
value.
Securities transactions are recorded on the trade-date basis. Net appreciation
or depreciation resulting from revaluation of investments to fair value is
reflected in the statements of changes in net assets available for Plan
benefits and includes investments bought, sold, as well as held during the
year. Dividend income is recorded on the ex-dividend date. Investments are
principally managed by the Plan's trustee, Putnam Fiduciary Trust Company.
(c) Administrative Expenses
Administrative expenses of the Plan are principally paid by the Plan.
(d) Use of Estimates
Management of the Company has made a number of estimates and assumptions
relating to the reporting of net assets and the changes in net assets and the
disclosure of contingent assets and liabilities to prepare these financial
statements in conformity with generally accepted accounting principles. Actual
results could differ from these estimates.
6
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Notes to Financial Statements (continued)
June 26, 1999 and 1998
(2) Plan Description
The Plan agreement dated July 1, 1989 amends and restates five preexisting
defined contribution and savings plan agreements for plans which were merged
into the Plan and extends coverage to all eligible nonunion domestic employees
of the Company. Effective July 1, 1995, the Plan also extends coverage to
hourly collective bargaining unit employees of Harman Motive, Inc. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of
1974 (ERISA).
The Plan is a defined contribution, savings and profit sharing plan sponsored
by the Company. The Plan covers all eligible employees, as defined by the
Plan, provided they have completed six months of consecutive service, have
worked 500 hours and are at least 21 years of age. Plan participants should
refer to the Plan agreement for more complete information.
Effective August 28, 1997, AMEK Technology Group, PLC and Oxford International,
Ltd. were included as participating employers of the Plan. In the case of a
participant who became an employee as a result of the AMEK acquisition, 500
hours of service were substituted for 1,000 hours of service for the Plan year
ended June 26, 1998.
(a) Contributions
Participants in the Plan may contribute on a tax-deferred basis from 1% to 12%
of their compensation, as defined by the Plan. Participants may change their
deferral percentage as of the first payroll period following the quarterly
valuation date. The Company has made annual basic contributions equal to 2%
of the compensation paid to all eligible participants active at the end of the
Plan year and a matching contribution equal to 50% of the eligible
participant's tax-deferred contribution percentage for each payroll period up
to a maximum election of 6% per payroll period. In addition, the Company may
make discretionary profit sharing contributions to the Plan in an amount
determined by the Company's Board of Directors. Company profit sharing
contributions are limited to 15% of the participants' compensation, less the
participants' tax-deferred contributions, the Company basic contribution and
the Company matching contribution. Total Company and pretax participant
contributions may not exceed 15% of total participants' compensation. Total
annual additions to a participant's account, exclusive of adjustments to the
fair market value of the participants' fund account, may not exceed the lesser
of $30,000 or 25% of the participant's compensation.
(b) Vesting
Participants are 100% vested in their salary deferral contribution, employer's
basic contribution and rollover contribution accounts, and become vested in
profit sharing and matching contributions at the rate of 25% per year after the
completion of three years of service, or 100% after reaching age 65, death or
disability.
7
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Notes to Financial Statements (continued)
June 26, 1999 and 1998
(c) Investment Options
Plan participants direct contributions in any increment in any of 13 investment
options. The options consist of the Harman International Industries,
Incorporated Common Stock, the Putnam Stable Value Fund, which is invested
in high quality GIC and the following mutual funds:
The Putnam Fund for Growth and Income - Invests in common stocks with
appreciation potential as well as current dividend payouts.
The George Putnam Fund of Boston - Invests in stock and bonds to balance
current return with long-term growth potential.
The Putnam Investors Fund - Invests primarily in the stocks of well established
companies that provide opportunity for growth over time.
The Putnam Voyager Fund - Invests primarily in the stocks of small, high growth
companies with capital appreciation potential rather than those that pay
current dividends.
The Putnam OTC Fund - Invests primarily in over-the-counter stocks of small to
medium sized emerging growth companies.
The Putnam Diversified Income and Trust Fund - Invests in a combination of U.S.
Government, high yield and international bonds.
The Putnam Overseas Growth Fund - Invests in a diversified portfolio of stocks
of companies located outside North America.
The Putnam New Opportunities Fund - Invests primarily in the stocks of certain
emerging industry groups that offer above-average long-term growth potential.
The Putnam Asset Allocation Growth Fund - Invests among different types of
stock with some investments in bonds and money market funds.
The Putnam Asset Allocation Balanced Fund - Invests in stocks and bonds to
balance between the relative stability of bonds and the fluctuation of stocks.
The Putnam Asset Allocation Conservative Fund - Invests in investment-grade
bonds designed to reduce overall risk, while a portion remains in stocks to
help investments stay ahead of inflation.
(d) Participant Account Balances
Separate accounts are maintained for each participant's salary deferral,
rollover, employer profit sharing, basic and matching contribution balances.
Earnings or losses of the Plan are allocated to the participant account
balances by investment fund on a daily basis according to the number of shares
in the participant account balances. Company profit sharing and basic
contributions are allocated based on participant compensation. Company
matching contributions are allocated based upon each participant's tax-deferred
contribution percentage.
8
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Notes to Financial Statements (continued)
June 26, 1999 and 1998
(e) Participant Loans
The Plan does not allow for any participant loans. The loans discussed in
note 1 arose from the mergers of related plans and no further loans will be
granted after their repayment is completed.
(f) Benefits
Upon separation from service, retirement at age 65, disability retirement or
death, participants or their beneficiaries are entitled to receive their vested
balances in a lump sum distribution. However, participants from prior merged
plans, whose plans allowed distributions of plan benefits to be made in forms
other than lump sum, may elect payment of benefit balances which were available
prior to the mergers. Contributions made subsequent to the merger may only be
distributed in a lump sum payment.
(g) Forfeitures
Effective April 15, 1998, all distributions from the Plan shall commence as
soon as practicable after the Participant's termination date, and all unvested
amounts shall be forfeited as of the date of distribution. Amounts forfeited
by Plan participants are used to reduce the employer contributions.
Forfeitures were $1,171,817 and $1,195,988 for the years ended June 26, 1999
and 1998, respectively.
Effective April 15, 1998, amounts provisionally forfeited will be restored, if
the participant returns to service prior to the occurrence of a 60 consecutive
month period of separation. Effective June 27, 1997, the amount of a
participant's account, which may be distributed without his or her consent,
was raised to $5,000 from $3,500.
(3) Investments
Investments in any single entity which represent 5% or more of the fair value
of net assets available for benefits at June 26, 1999 and 1998 are as follows:
Description Fair value
1999:
The Putnam Fund for Growth and Income $ 24,799,248
Putnam Voyager Fund 20,225,308
George Putnam Fund of Boston 7,864,121
Putnam Stable Value Fund, which is invested
in contracts with various companies, maturity
dates ranging from January 15, 1999 through
December 15, 2003, and interest rates ranging
from 4.7% to 8.3% 27,355,861
Harman International Industries, Incorporated
common stock (165,474 shares) 7,342,920
Putnam New Opportunities Fund 8,509,696
9
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Notes to Financial Statements (continued)
June 26, 1999 and 1998
Description Fair value
1998:
The Putnam Fund for Growth and Income $ 23,658,142
Putnam Voyager Fund 17,304,275
George Putnam Fund of Boston 7,468,023
Putnam Stable Value Fund, which is invested
in contracts with various companies, maturity
dates ranging from March 28, 1996 through
May 1, 2001, and interest rates ranging from
4.4% to 8.4% 23,359,736
Harman International Industries, Incorporated
common stock (198,164 shares) 7,654,103
Putnam New Opportunities Fund 6,925,659
(4) Federal Income Taxes
On October 23, 1998, the Plan received an updated favorable determination
letter from the Internal Revenue Service (IRS). Although the IRS did not
address certain operational defects, these defects were corrected and a
separate filing was made with the IRS under the Voluntary Compliance Resolution
(VCR) Program. The VCR filing was approved on November 8, 1999 and will enable
the Plan to continue to constitute a qualified Plan under Sections 401(a) and
401(k) of the Internal Revenue Code (IRC) and the Trust will continue to be
exempt from income tax under Section 501(a) of the IRC.
(5) Plan Termination
Although it has not expressed any intent to do so, the Company has the right to
terminate the Plan subject to the provisions of the Employee Retirement
Income Security Act of 1974. Upon Plan termination, all participant accounts
immediately become 100% vested.
(6) Commitments and Reconciliation to Form 5500
Included in net assets available for Plan benefits in the accompanying
financial statements is $1,863,172 and $3,648,490 at June 26, 1999 and 1998,
respectively, of amounts related to Plan participants and participants who have
terminated their service with the Company as of the end of the Plan year.
These amounts are shown as liabilities on the Form 5500, Annual Return/Report
of Employee Benefit Plans, which is filed with the Internal Revenue Service as
shown in the following reconciliation:
1999 1998
Net assets per financial statements $107,034,437 96,453,130
Benefits payable (1,863,172) (3,648,490)
Rounding - -
Net assets per Form 5500 $105,171,265 92,804,640
10
<PAGE>
Schedule 1
HARMAN INTERNATIONAL
INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Line 27a - Schedule of Investments Held at End of Plan Year
June 26, 1999
<TABLE>
<CAPTION>
Description of investment,
including maturity date,
Identity of issuer, rate of interest, par or
borrower or similar party maturity date Cost Current value
<S> <C> <C> <C>
*Putnam Asset Allocation
Growth Fund 25,295 units $ 335,986 358,689
* Putnam Asset Allocation
Balanced Fund 16,614 units 197,116 202,690
* Putnam Asset Allocation
Conservative Fund 21,228 units 220,084 220,777
* Putnam Stable Value
Fund Invested in contracts
with various companies,
maturity dates ranging
from January 15, 1999
through December 15, 2003
and interest rates ranging
from 4.7% to 8.3% 27,355,861 27,355,861
* George Putnam
Fund of Boston 424,170 units 7,065,449 7,864,121
* Putnam Voyager Fund 848,021 units 14,425,609 20,225,308
* The Putnam Fund for
Growth and Income 1,137,580 units 19,884,181 24,799,248
* Putnam Investors Fund 219,090 units 2,932,206 3,380,553
* Putnam OTC Fund 88,831 units 1,437,394 1,615,843
* Putnam Diversified
Income and Trust Fund 44,907 units 538,066 494,879
* Putnam Overseas
Growth Fund 72,517 units 1,317,784 1,561,282
* Harman International Industries,
Incorporated common stock 165,475 shares 5,888,249 7,342,920
* New Opportunities Fund 137,231 units 6,621,381 8,509,696
* Putnam Money Market Fund 293,664 units 293,664 293,664
Participant loans 8.5% interest - 416
$88,513,030 104,225,947
</TABLE>
* Party in interest investment.
See accompanying independent auditors' report.
11
<PAGE>
Schedule 2
HARMAN INTERNATIONAL INDUSTRIES,
INCORPORATED RETIREMENT SAVINGS PLAN
Line 27d - Schedule of Reportable Transactions
Year ended June 26, 1999
<TABLE>
<CAPTION>
Expenses
Description of Purchase Selling Incurred with
Description of asset transactions Price Price Transaction
<S> <C> <C> <C> <C>
The Putnam Fund for
Growth and Income Purchases $5,378,679 - -
Sales - 4,990,919 -
Putnam Voyager Fund Purchases 5,133,199 - -
Sales - 3,829,225 -
Putnam New
Opportunities Fund Purchases 3,445,849 - -
Sales - 2,594,391 -
Harman International
Industries, Incorporated
common stock Purchases 5,266,294 - -
Sales - 7,000,057 -
Putnam Stable Value Fund Purchases 13,037,749 - -
Sales - 9,045,231 -
</TABLE>
<PAGE>
Schedule 2 (continued)
HARMAN INTERNATIONAL INDUSTRIES,
INCORPORATED RETIREMENT SAVINGS PLAN
Line 27d - Schedule of Reportable Transactions
Year ended June 26, 1999
<TABLE>
<CAPTION>
Current
value of
Description of Cost of asset on Net gain or
Description of asset transactions Asset trade date (loss)
<S> <C> <C> <C> <C>
The Putnam Fund for
Growth and Income Purchases 5,378,679 5,378,679 -
Sales 4,357,538 4,990,919 633,381
Putnam Voyager Fund Purchases 5,133,199 5,133,199 -
Sales 3,159,695 3,829,225 669,530
Putnam New
Opportunities Fund Purchases 3,445,849 3,445,849 -
Sales 2,250,363 2,594,391 344,028
Harman International
Industries, Incorporated
common stock Purchases 5,266,294 5,266,294 -
Sales 6,568,284 7,000,057 431,773
Putnam Stable Value Fund Purchases 13,037,749 13,037,749 -
Sales 9,045,231 9,045,231 -
</TABLE>