SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 7, 1999
HARNISCHFEGER INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-9299 39-1566457
(Commission File No.) (IRS Employer Identification No.)
3600 South Lake Drive 53235-3716
St. Francis, Wisconsin (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (414) 486-6400
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ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
On June 7, 1999, Harnischfeger Industries, Inc. (the
"Company") and certain of its U.S. based subsidiaries filed voluntary petitions
for reorganization under Chapter 11 of the U.S. Bankruptcy Code in the United
States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court").
The petitions do not cover the Company's foreign based subsidiaries.
In connection with the Chapter 11 filing, the Company has
obtained a commitment for $750 million in debtor-in-possession financing and
issued a press release announcing the Company's filing (the "Press Release"). A
copy of the Press Release is filed as Exhibit 1 hereto.
The foregoing summary does not purport to be complete and is
qualified in its entirety by reference to the Press Release which is
incorporated by reference and the Chapter 11 petition and motions and related
pleadings and papers on file with the Bankruptcy Court.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
99.1 Text of press release dated June 7, 1999.
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SIGNATURE
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.
Dated: June 7, 1999
HARNISCHFEGER INDUSTRIES, INC.
By: /s/ James A. Chokey
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Name: James A. Chokey
Title: Senior Vice President,
Secretary and General Counsel
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EXHIBIT LIST
Exhibit
No. Description
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99.1 Text of press release dated June 7, 1999.
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Exhibit 99.1
HARNISCHFEGER INDUSTRIES, INC.
MILWAUKEE, June 7 -- Harnischfeger Industries, Inc. (NYSE: HPH) today filed
voluntary petitions for reorganization under Chapter 11 of the U.S. Bankruptcy
Code in Delaware Federal Court in an action that covers the parent company and
its U.S.-based operating subsidiaries.
Chief Executive Officer John Nils Hanson said, "In light of the adverse impact
of the continuing difficult global economic environment on the company's
businesses, and the attendant impairment of our capital structure, we concluded
that prompt and decisive action was required to preserve the company's assets
and reverse its deteriorating financial condition."
In connection with its Chapter 11 filing, Harnischfeger has received commitments
for debtor-in-possession financing of $750 million. "It is out goal that our
businesses meet the needs of our customers and further develop our globally
competitive market leadership," Hanson said. "Through the hard work and
commitment of our employees and the support of our other constituencies, we will
emerge from this process a stronger company."
The filing provides the company with the opportunity to better position itself
for a viable future. Harnischfeger will continue to implement initiatives to
streamline its cost structures in line with market requirements. "Under Chapter
11, employee payrolls will be met, the company expects to continue its benefit
programs and with the debtor-in-possession financing we will have the financial
strength to serve our customers and build stronger relationships with our
suppliers going forward," Hanson said.
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Harnischfeger will cease interest payments on its debt, including its publicly
traded debentures. At the time of the Chapter 11 filing, Harnischfeger's debt
totaled approximately $1.3 billion. Losses for the first fiscal six months ended
April 30 were $90.7 million.
Chairman Robert B. Hoffman said, "In the company's view, staying out of Chapter
11, given the current conditions affecting the company and its highly leveraged
capital structure, could well have led to a far worse situation and potentially
a greater loss of value for creditors as well as equity holders. We believe this
action will give us the ability to preserve the value of the company and begin
the rebuilding process for the benefit of all of our constituencies.
"We are confident that with the support of employees, suppliers, creditors and
customers a successful reorganization can be achieved enabling Harnischfeger
Industries, Inc. to emerge from this process as a financially healthy
organization."
In addition to Harnischfeger Industries, Inc., among the U.S. operating
subsidiaries included under the filing are: Joy Mining Machinery, P&H Mining
Equipment and Beloit Corporation. The company's non-U.S. subsidiaries are
excluded from these filings, are not expected to file and are operating with
their normal business practices and financial obligations.
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Harnischfeger Industries, Inc. (NYSE: HPH) is a global company with business
segments involved in the life-cycle management of equipment for underground
mining (Joy Mining Machinery), surface mining (P&H Mining Equipment), and pulp
and papermaking (Beloit Corporation).
All statements in this news release other than historical facts are
forward-looking statements which involve risks and uncertainties and which are
subject to change at any time. Such statements are based on management's
expectation at the time they are made. In addition to the assumptions and other
factors referred to in connection with the statements, factors set forth in the
company's latest Form 10-Q filed with the Securities and Exchange Commission,
among others, could cause actual results to differ materially from those
contemplated.
CONTACT: John Nils Hanson, Chief Executive Officer, 414-486-6840, or James A.
Chokey, Executive Vice President, Law and Government Affairs, 414-486-6844, or
David A. Brukardt, Director, Investor and Corporate Relations, 414-486-6474, all
of Harnischfeger Industries
