<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________
to __________ Commission file number _________
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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)
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<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Financial Statements and
Supplemental Schedule
June 26, 2000 and 1999
(With Independent Auditors' Report Thereon)
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Index to Financial Statements and Supplemental Schedule
Page
Independent Auditors' Report 1
Statements of Net Assets Available for Plan
Benefits - June 26, 2000 and 1999 2
Statements of Changes in Net Assets
Available for Plan Benefits - Year ended
June 26, 2000 and 1999 3
Notes to Financial Statements 4
Schedule
Schedule of Assets held for Investment
Purposes at End of Year - June 26, 2000 8
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 Harman International Industries, Incorporated Retirement Savings
Plan as of June 26, 2000 and 1999 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 auditing standards generally
accepted in the United States of America. 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 Plan
as of June 26, 2000 and 1999 and the changes in net assets available for
Plan benefits for the years then ended in conformity with accounting
principles generally accepted in the United States of America.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets
held for investment purposes at end of year is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is supplementary information required by the Department of Labor's Rules
and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974. This supplemental schedule is the responsibility
of the Plan's management. The supplemental schedule has been subjected
to the auditing procedures applied in the audits of the basic financial
statements and in our opinion, is fairly stated, in all material respects, in
relation to the basic financial statements taken as a whole.
/s/ KPMG LLP
November 15, 2000
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HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statements of Net Assets Available for Plan Benefits
June 26, 2000 and 1999
<TABLE>
<CAPTION>
2000 1999
--------------- --------------
<S> <C> <C>
Assets:
Investments, at fair value (note 3):
Money Market $ 293,074 293,664
Mutual Funds 87,903,438 69,233,086
Common Stock 11,774,008 7,342,920
Participant Loans Fund 114 416
Investments, at contract value -
investment contract (note 3) 26,111,932 27,355,861
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Total investments 126,082,596 104,225,947
--------------- --------------
Contributions receivable:
Participant contributions receivable 89,590 144,909
Employer contributions receivable 4,256,303 2,703,834
--------------- --------------
Total contributions receivable 4,345,893 2,848,743
--------------- --------------
Total plan assets 130,428,489 107,074,690
Accrued expenses 22,000 40,253
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Net assets available for plan
Benefits $ 130,406,489 107,034,437
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</TABLE>
See accompanying notes to financial statements.
2
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HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Statements of Changes in Net Assets Available for Plan Benefits
Years ended June 26, 2000 and 1999
<TABLE>
<CAPTION>
2000 1999
-------------- --------------
<S> <C> <C>
Additions to net assets attributed to:
Investment income:
Net appreciation in fair value of
investments $ 11,853,428 4,850,654
Interest and dividends 8,714,491 6,015,653
-------------- --------------
Total investment income 20,567,919 10,866,307
-------------- --------------
Contributions:
Employer 7,057,730 3,332,818
Participant 6,471,759 6,895,097
Rollovers 195,459 6,640
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Total contributions 13,724,948 10,234,555
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Total additions 34,292,867 21,100,862
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Deductions from net assets
attributed to:
Benefit payments 10,908,085 10,461,611
Administrative expenses 12,730 57,944
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Total deductions 10,920,815 10,519,555
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Net increase 23,372,052 10,581,307
Net assets available for Plan
benefits:
Beginning of year 107,034,437 96,453,130
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End of year $ 130,406,489 107,034,437
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</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
June 26, 2000 and 1999
(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
The Plan's investments are stated at fair value except for its fully benefit
responsive investment contract which is valued at contract value (note 3).
Shares of registered investment companies and mutual funds are valued at
quoted market prices which represent the net asset value of shares held by the
Plan at year-end. The Company stock is valued at its quoted market price.
Participant loans are valued at cost which approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
(c) 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.
(d) Payment of Benefits
Benefits are recorded when paid.
(e) Administrative Expenses
Administrative expenses are paid by the Plan unless paid by the Sponsor.
(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).
4
<PAGE>
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.
(c) Investment Options
Plan participants direct contributions in any increment in any of the
investment options. The options consist of the Harman International
Industries, Incorporated Common Stock, the Putnam Stable Value Fund,
Putnam Money Market Fund and eleven mutual funds sponsored by Putnam.
(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.
5
<PAGE>
(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 $438,122 and $1,171,817 for the years ended June 26,
2000 and 1999, 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.
(3) Investments
Investments (with investments in excess of 5% of net assets separately
identified) at June 26, 2000 and 1999 were as follows:
<TABLE>
<CAPTION>
June 26
--------------------------------
Description 2000 1999
-------------- --------------
<S> <C> <C>
The Putnam Fund for Growth and Income $ 19,284,361 24,799,248
Putnam Voyager Fund 28,622,644 20,225,308
Putnam OTC Fund 6,602,350 1,615,843
George Putnam Fund of Boston 7,102,849 7,864,121
Putnam Stable Value Fund 26,111,932 27,355,861
Harman International Industries,
Incorporated Common Stock (196,233
shares and 165,474 shares at June 26,
2000 and 1999, respectively) 11,774,008 7,342,920
Putnam New Opportunities Fund 16,425,780 8,509,696
All other investments less than 5% 10,158,672 6,512,950
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$ 126,082,596 104,225,947
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</TABLE>
6
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(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) Reconciliation to Form 5500
Included in net assets available for Plan benefits in the accompanying
financial statements is $0 and $1,863,172 at June 26, 2000 and 1999,
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:
<TABLE>
<CAPTION>
2000 1999
------------ -----------
<S> <C> <C>
Net assets per financial statements $ 130,406,489 107,034,437
Benefits payable - (1,863,172)
------------ -----------
Net assets per Form 5500 $ 130,406,489 105,171,265
------------ -----------
</TABLE>
The following is a reconciliation of the changes in net assets available for
Plan benefits per the financial statements to the Form 5500:
<TABLE>
<CAPTION>
Year ended June 26
----------------------------------
2000 1999
------------- ------------
<S> <C> <C>
Net increase per financial statements $ 23,372,052 10,581,307
Amounts allocated to withdrawing
participants at June 26, 1998 - 3,648,490
Amounts allocated to withdrawing
participants at June 26, 1999 1,863,171 (1,863,171)
Other - 77,853
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Net change per Form 5500 $ 25,235,223 12,444,479
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</TABLE>
7
<PAGE>
Schedule
HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED
RETIREMENT SAVINGS PLAN
Schedule of Assets Held for Investment Purposes at End of Year
June 26, 2000
<TABLE>
<CAPTION>
Description of investment,
including maturity date,
Identity of issuer, rate of interest, par or
borrower or similar party maturity date Current value
-------------------------------- -------------------------------------- --------------
<S> <C> <C>
Putnam Management Company, Inc.* Money Market Fund $ 293,074
Mutual Funds:
Putnam Management Company, Inc.* Asset Allocation Growth Fund 577,317
Putnam Management Company, Inc.* Asset Allocation Balanced Fund 421,993
Putnam Management Company, Inc.* Asset Allocation Conservative Fund 344,233
Putnam Management Company, Inc.* George Putnam Fund of Boston 7,102,849
Putnam Management Company, Inc.* Voyager Fund 28,622,644
Putnam Management Company, Inc.* The Putnam Fund for Growth and Income 19,284,361
Putnam Management Company, Inc.* Investors Fund 4,157,659
Putnam Management Company, Inc.* OTC Fund 6,602,350
Putnam Management Company, Inc.* Diversified Income and Trust Fund 598,273
Putnam Management Company, Inc.* International Growth Fund 3,765,979
Putnam Management Company, Inc.* New Opportunities Fund 16,425,780
Putnam Management Company, Inc.* Stable Value Fund:
invested in contracts
with various companies,
maturity dates ranging
from January 20, 2000
through May 16,
2005 and interest
rates ranging from
5.0% to 8.3% 26,111,932
Harman International Industries Inc.* Common Stock 11,774,008
Participant Loans* Participant Loan Fund,
8.5% interest rate 144
--------------
$ 126,082,596
--------------
* Party in interest investment.
See accompanying independent auditors' report.
</TABLE>
8
