SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form 10-Q
[ X ] QUARTERLY REPORT UNDER SECTION 13 or 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended: September 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______
Commission File No.: 33-62598
Fairfield Manufacturing Company, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 63-0500160
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
U. S. 52 South, Lafayette, IN 47909
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (765) 474-3474
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
The number of shares outstanding of each of the issuer's classes of common
stock as of September 30, 1999 is as follows:
8,670,000 shares of Common Stock
<PAGE>
FAIRFIELD MANUFACTURING COMPANY, INC.
Form 10-Q
September 30, 1999
Part I - FINANCIAL INFORMATION
Page
Item 1 - Financial Statements:
Consolidated Balance Sheets, September 30, 1999
(Unaudited) and December 31, 1998 3
Consolidated Statements of Operations for the three and
nine months ended September 30, 1999 and 1998 4
(Unaudited)
Consolidated Statement of Stockholder's Equity
(Deficit) for the nine months ended September 30, 1999 5
(Unaudited)
Consolidated Statements of Cash Flows for the nine
months ended September 30, 1999 and 1998 (Unaudited) 6
Notes to Consolidated Financial Statements (Unaudited) 7 - 8
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations 9 -12
Part II - OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K. 13
SIGNATURE 13
<PAGE>
FAIRFIELD MANUFACTURING COMPANY, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
September 30, December 31,
1999 1998
ASSETS (unaudited)
Current assets:
Cash and cash equivalents $17,338 $2,822
Trade receivables, less allowance 21,334 27,368
of $700
Inventory 21,734 25,519
Prepaid expenses 4,937 369
Total current assets 65,343 56,078
Property, plant and equipment, net of
accumulated
depreciation of $102,359 and
$94,956 in 1999 and 1998,
respectively 67,399 68,239
Other assets:
Excess of investment over net
assets acquired, less
accumulated amortization of
$16,287 and $15,082 in
1999 and 1998, respectively 48,072 49,277
Deferred financing costs, less
accumulated amortization
of $1,090 and $3,684 in 1999 and
1998, respectively 3,160 1,524
Total other assets 51,232 50,801
Total assets $183,974 $175,118
LIABILITIES AND STOCKHOLDER'S EQUITY
(DEFICIT)
Current liabilities:
Accounts payable $14,884 $13,967
Due to parent 989 482
Accrued liabilities 25,990 23,712
Deferred income taxes 2,047 2,047
Total current liabilities 43,910 40,208
Accrued retirement costs 17,007 16,278
Deferred income taxes 6,414 7,460
Long-term debt 110,000 112,150
Commitments and contingencies -- --
11-1/4% Cumulative exchangeable preferred
stock 48,186 48,042
Stockholder's equity (deficit):
Common stock: par value $.01 per
share, 10,000,000
shares authorized, 8,670,000 and
8,480,000 issued
and outstanding in 1999 and 1998, 87 85
respectively
Additional paid-in capital 45,760 42,322
Accumulated deficit (87,390) (91,427)
Total stockholder's deficit (41,543) (49,020)
Total liabilities and stockholder's $183,974 $175,118
deficit
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
FAIRFIELD MANUFACTURING COMPANY, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three and Nine Months Ended September 30
(In thousands)
(Unaudited)
Three months Nine months
ended ended
September 30, September 30,
1999 1998 1999 1998
Net sales $49,076 $54,282 $166,441 $166,133
Cost of sales 39,052 43,668 131,414 134,574
Selling, general and
administrative expenses 4,132 4,540 12,731 12,834
Operating income 5,892 6,074 22,296 18,725
Interest expense, net 2,580 3,197 8,732 9,814
Other (income) expense, net (3,289) 15 (4,287) 52
Income before income taxes 6,601 2,862 17,851 8,859
Provision for income taxes 2,977 1,300 8,051 4,000
Net income before extraordinary
item 3,624 1,562 9,800 4,859
Loss on early extinguishment of debt,
net of taxes -- 209 1,401 209
Net income 3,624 1,353 8,399 4,650
Preferred stock dividends and
discount accretion (1,454) (1,452) (4,362) (4,359)
Net income (loss) available to
common stockholder $2,170 $(99) 4,037 291
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
FAIRFIELD MANUFACTURING COMPANY, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY (DEFICIT)
For the Nine Months Ended September 30, 1999
(In thousands)
(Unaudited)
Stock-
Additional Holder's
Common Paid-in Accumulated Equity
Stock Capital Deficit (Deficit)
Balance, December 31, 1998 $85 $42,322 $(91,427) $(49,020)
Capital contribution 2 3,438 -- 3,440
Preferred stock dividends -- -- (4,218) (4,218)
Preferred stock discount -- -- (144) (144)
accretion
Net income -- -- 8,399 8,399
Balance, September 30,1999 $87 $45,760 $(87,390) $ (41,543)
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
FAIRFIELD MANUFACTURING COMPANY, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Nine Months Ended September 30
(In thousands)
(Unaudited)
1999 1998
Operating Activities:
Net income $8,399 $4,650
Adjustments to reconcile net income to net
cash provided
(used) by operating activities:
Depreciation and amortization 10,126 10,125
Deferred income taxes (1,046) (560)
Accrued retirement costs 729 197
Loss on early extinguishment of debt 1,401 209
Changes in working capital:
Trade receivables 6,034 (4,854)
Inventory 3,785 (4,323)
Prepaid expenses (4,568) 374
Accounts payable 817 4,173
Due to parent 507 --
Accrued liabilities 626 (3,204)
Net cash provided by operating activities 26,810 6,787
Investing Activities:
Additions to property, plant and equipment, net (7,472) (7,074)
Proceeds from involuntary conversion 3,190 --
Net cash used by investing activities (4,282) (7,074)
Financing Activities:
Capital contributions, principally under tax 3,440 1,960
sharing agreement
Proceeds of long-term debt 97,750 10,000
Repayment of long-term debt (101,150) (10,681)
Net change in revolving credit facility (1,000) 2,000
Premium paid on early retirement of bonds (1,427) --
Payment of preferred stock dividends (5,625) (5,625)
Net cash used by financing activities (8,012) (2,346)
Cash and Cash Equivalents:
Increase (decrease) in cash and cash 14,516 (2,633)
equivalents
Beginning of year 2,822 3,059
End of period $17,338 $426
Supplemental Disclosures:
Cash paid for:
Interest $9,586 $11,805
Federal taxes to parent under tax sharing 6,390 4,200
agreement (Note 2)
Non-cash investing and financing activities:
Additions to property, plant and equipment
included in
accounts payable at end of period $945 $673
Preferred stock dividends accrued 270 270
The accompanying notes are an integral part of these consolidated financial
statements.
<PAGE>
FAIRFIELD MANUFACTURING COMPANY, INC.
Notes to Consolidated Financial Statements
(In thousands, except share data)
(Unaudited)
1. Interim Financial Information
The accompanying consolidated financial statements have been prepared by
Fairfield Manufacturing Company, Inc. and subsidiaries (the "Company"),
without audit, pursuant to the rules and regulations of the Securities
Exchange Commission. Certain information and footnote disclosures normally
included in annual financial statements prepared in accordance with
generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Company believes that
the disclosures are adequate to enable a reasonable understanding of the
information presented. These consolidated financial statements should be
read in conjunction with the audited financial statements and the notes
thereto for the year ended December 31, 1998.
In the opinion of management the accompanying unaudited consolidated
financial statements contain all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation of the
Company's financial position at September 30, 1999 and the results of
operations and cash flows for the nine months ended September 30, 1999 and
1998. However, interim financial results are not necessarily indicative of
the results for a full year. Certain prior year information has been
reclassified to conform to current year presentation.
2. Parent Company of Registrant
The Company is wholly-owned by Lancer Industries Inc. ("Lancer").
The Company is included in the consolidated federal income tax return of
Lancer. The Company and Lancer have entered into a Tax Sharing Agreement
under which the Company is required to calculate its current federal income
tax liability on a separate return basis and pay that amount to Lancer. To
the extent such tax liability subsequently reduces Lancer's available tax
benefits, Lancer is required to reimburse the Company in an amount
equivalent to 50% of such reduction by making a capital contribution to the
Company. Lancer made capital contributions to the Company pursuant to this
agreement of $3,440 and $1,960 during the nine months ended September 30,
1999 and 1998, respectively. The Company issued 190,000 and 217,000 shares
of common stock to Lancer during the nine months ended September 30, 1999
and 1998, respectively, in recognition of these capital contributions.
3. Inventory
Inventory, which is valued at the lower of last-in, first-out (LIFO) cost
or market, consists of the following:
September 30, 1999December 31, 1998
Raw materials $2,264 $3,852
Work in process 9,872 11,933
Finished goods 9,598 9,734
21,734 25,519
Less: excess of FIFO cost over -- --
LIFO cost
$21,734 $25,519
<PAGE>
4. Debt Refinancing
On May 19, 1999, the Company issued $100 million of 9-5/8% Senior
Subordinated Notes due 2008. The proceeds of the offering were used by the
Company as follows; 1) approximately $68.6 million was used to redeem the
11-3/8% Senior Subordinated Notes due 2001; 2) approximately $27.7 million
was used to reduce outstanding amounts under its Credit Facility and; 3)
approximately $3.7 million was used to pay the fees and expenses of the
offering. The deferred financing costs associated with the 11-3/8% notes
were written off as part of the loss on the early extinguishment of debt
discussed above.
On August 9, 1999, the Company completed its exchange offer pursuant to
which all of the 9-5/8% Senior Subordinated Notes due 2003 issued on May
19, 1999 (which were unregistered) were exchanged for registered 9-5/8%
Senior Subordinated Notes due 2008 that are identical to the terms of the
unregistered notes. The Securities and Exchange Commission declared
effective the Company's Registration Statement on Form S-4 with respect to
such registered notes on June 6, 1999.
5. Recent Developments
On Saturday, June 12, 1999, the Company experienced a fire at its
manufacturing plant in Lafayette, Indiana. The fire damaged a portion of
the facility and some of its equipment, and the Company is currently in the
process of restoring operations to the same level as before the fire. The
Company believes that the damages of the fire, including the costs of clean
up and business interruption, are covered by current insurance policies.
The Company is currently in the process of accumulating the costs
associated with this fire and preparing an insurance claim. From the date
of the fire through the end of the third quarter, direct costs associated
with the clean-up and repair portions of the claim were $6.7 million of
which $4.2 million has been reimbursed by the insurance carrier. The
Company's insurance carrier made a preliminary estimate of $4.9 million
related to the business interruption portion of the claim for the period
from the date of the fire through the end of the third quarter; however,
the claim is subject to additional audit, review and negotiation. The
Company has determined its minimum probable recovery through September 30,
1999 is $4.3 million of which $1.0 million and $3.3 million were recorded
in the second and third quarters, respectively. Through the end of the
third quarter the Company's insurance carrier had advanced $2.0 million
against its business interruption claim. Subsequent to the end of the
third quarter and through November 11, 1999, the insurance carrier advanced
an additional $5.0 million on the total claim.
While final resolution of the claim is not anticipated until 2000, the
Company anticipates reaching substantial resolution of a broad range of
issues prior to the end of its current fiscal year. Included in the
matters expected to be resolved is the final determination of a gain on
involuntary conversion associated with the destruction of certain
equipment. Management currently estimates the potential gain on
involuntary conversion will be approximately $2.5 million.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Recent Development
On Saturday, June 12, 1999, the Company experienced a fire at its
manufacturing plant in Lafayette, Indiana. The fire damaged a portion of
the facility and some of its equipment, and the Company is currently in the
process of restoring operations to the same level as before the fire. The
Company believes that the damages of the fire, including the costs of clean
up and business interruption, are covered by current insurance policies.
The Company is currently in the process of accumulating the costs
associated with this fire and preparing an insurance claim. From the date
of the fire through the end of the third quarter, direct costs associated
with the clean-up and repair portions of the claim were $6.7 million of
which $4.2 million has been reimbursed by the insurance carrier. The
Company's insurance carrier made a preliminary estimate of $4.9 million
related to the business interruption portion of the claim for the period
from the date of the fire through the end of the third quarter; however,
the claim is subject to additional audit, review and negotiation. The
Company has determined its minimum probable recovery through September 30,
1999 is $4.3 million of which $1.0 million and $3.3 million were recorded
in the second and third quarters, respectively. Through the end of the
third quarter the Company's insurance carrier had advanced $2.0 million
against its business interruption claim. Subsequent to the end of the
third quarter and through November 11, 1999, the insurance carrier advanced
an additional $5.0 million on the total claim.
While final resolution of the claim is not anticipated until 2000, the
Company anticipates reaching substantial resolution of a broad range of
issues prior to the end of its current fiscal year. Included in the
matters expected to be resolved is the final determination of a gain on
involuntary conversion associated with the destruction of certain
equipment. Management currently estimates the potential gain on
involuntary conversion will be approximately $2.5 million.
Results of Operations
Net sales for the three months ended September 30, 1999 were $49.1 million,
a decrease of $5.2 million, or 9.6%, from the same period in 1998. The
decrease in sales for the three months ended September 30, 1999 is mainly
attributed to the June 12 fire at the Company's Lafayette, Indiana
manufacturing plant.
Cost of sales for the three months ended September 30, 1999 decreased by
$4.6 million, to $39.1 million, compared to $43.7 million, for the same
period in 1998. For the first nine months of 1999, cost of sales were
$131.4 million, or 79.0% of net sales, compared to $134.6 million, or 81.0%
of net sales, for the first nine months of 1998. The decrease in cost of
sales resulted primarily from the decrease in sales volume whereas the
decrease in cost of sales as a percentage of sales resulted from favorable
raw material prices, increased productivity as well as improved product
pricing and a more favorable product mix which was partially offset by the
adverse effects of the aforementioned fire.
Selling, general and administrative expenses ("SG&A"), including goodwill
amortization, were $4.1 million, or 8.4% of net sales, for the three months
ended September 30, 1999, compared to $4.5 million, or 8.4% of net sales
for the same period in 1998. For the nine months ended September 30, 1999,
SG&A decreased by $0.1 million, or 0.8%, to $12.7 million compared to $12.8
million for the nine months ended September 30, 1998.
Earnings from operations for the three months ended September 30, 1999
decreased 3.0% to $5.9 million, or 12.0% of net sales, compared to $6.1
million, or 11.2% of net sales, for the comparable 1998 period. For the
nine months ended September 30, 1999, the Company's earnings from
operations were
<PAGE>
$22.3 million, or 13.4% of net sales, compared to $18.7 million, or 11.3%
of net sales for the first nine months of 1998.
Interest expense in the third quarter of 1999 decreased to $2.6 million
compared to $3.2 million for the third quarter of 1998. For the first nine
months of 1999 and 1998, interest expense was $8.7 million and $9.8
million, respectively. This decrease reflects lower debt, lower average
interest rates and a higher level of short-term investments in the nine
months of 1999 versus the nine months of 1998.
The Company recorded $1.0 million and $3.3 million of other income
pertaining to business interruption in the second and third quarters,
respectively (see Recent Development above).
The Company had net income before income taxes of $6.6 million in the third
quarter of 1999 compared to $2.9 million in the third quarter of 1998. For
the nine months ended September 30, 1999, the Company's income before
income taxes was $17.9 million compared to $8.9 million for the comparable
1998 period.
The Company's net income was $3.6 million for the third quarter of 1999
compared to net income of $1.4 million for the third quarter of 1998. For
the first nine months of 1999, net income was $8.4 million compared to $4.7
million for the first nine months of 1998.
Net income available to common stockholder was $2.2 million for the third
quarter of 1999 compared to a net loss available to common stockholder of
$0.1 million for the same period in 1998. For the first nine months net
income available to common stockholder was $4.0 million and $0.3 million in
1999 and 1998, respectively.
Liquidity and Capital Resources
On May 19, 1999, the Company issued $100 million of 9-5/8% Senior
Subordinated Notes due 2008. The proceeds of the offering were used by the
Company as follows; 1) approximately $68.6 million was used to redeem the
11-3/8% Senior Subordinated Notes due 2001; 2) approximately $27.7 million
was used to reduce outstanding amounts under its Credit Facility and; 3)
approximately $3.7 million was used to pay the fees and expenses of the
offering. The deferred financing costs associated with the 11-3/8% notes
were written off as part of the loss on the early extinguishment of debt.
On June 6, the Company's Registration Statement of Form S-4 (File No. 333-
80431) with respect to $100.0 million of its 9-5/8% Senior subordinated
Notes due 2008 was declared effective by the Securities and Exchange
Commission, and on August 9 the Company consummated its exchange offer for
the exchange of such registered Senior Subordinated Notes for the
unregistered Senior Subordinated Notes issued on May 19.
The Company uses funds provided by operations and short-term borrowings
under its Credit Facility to meet liquidity requirements. Net cash
provided by operations for the nine months ended September 30, 1999 was
$26.8 million, an increase of $20.0 million compared with the same period
in 1998 when net cash provided by operations was $6.8 million. Working
capital less cash at September 30, 1999 decreased to $4.1 million from
$13.0 million at December 31, 1998 reflecting improved management of
receivables and inventory.
Capital expenditures for manufacturing equipment, machine tools, and
building improvements totaled $7.5 million and $7.1 million during the
first nine months of 1999 and 1998, respectively, of which $0.9 million and
$0.7 million in 1999 and 1998, respectively, was funded by an increase in
accounts payable. Capital expenditures for both 1999 and 1998 have been
primarily for increased productivity and enhanced sales capacity.
<PAGE>
Net cash used by financing activities was $8.0 million through the third
quarter of 1999 compared to net cash used by financing activities of $2.3
million through the third quarter of 1998. Strong operating cash flows and
capital contributions during 1999 were used to fund the preferred stock
dividend as well as repayments of long term debt.
At September 30, 1999, the Company has $19.6 million available under its
$20 million Revolving Credit Facility since letters of credit of
approximately $0.4 million have been issued under this facility. The
Company additionally has the option to exercise four $5 million increases
(subject to certain conditions) to the Revolving Credit Facility.
Management expects to use cash flows from operations to fund the Company's
planned capital requirements for the remainder of 1999, including capital
expenditures and interest on long term debt. The Company's Credit
Facilities, as discussed above and in Note 8 to the Company's 1998
consolidated financial statements, may also be utilized to meet additional
liquidity needs.
Impact of the Year 2000
During 1997, the Company began the process of assessing the magnitude of
the year 2000 ("Y2K") on the Company's primary computer systems ("Business
System"). Following this assessment, a plan was established to modify,
upgrade, or replace non-compliant hardware and software applications with a
target completion date of March 1999 for all "critical" applications and
continuing through 1999 for "non-critical" applications. Testing is being
performed on an ongoing basis upon completion of an application and is
expected to continue throughout 1999. As of September 30, 1999, all
critical applications and all Business System applications have been
remediated and tested. As a result, the Company has not developed a
comprehensive contingency plan with regard to the Business System as all
critical applications are believed to be Y2K ready. If the Company
identifies significant additional risks, appropriate contingency plans will
be developed at that time.
None of the Company's products contain imbedded electronics or other
potentially date sensitive components and as such do not require any Y2K
compliance effort.
Several types of systems and equipment such as phones, facilities,
manufacturing equipment, etc. (collectively "non-IT systems") that are not
typically thought of as computer systems may contain imbedded hardware or
software that may have a time element. The Company has completed an
inventory of non-IT systems and has contacted vendors of these systems and
equipment to determine if they are Y2K compliant. As of September 30, 1999
the Company has received responses from vendors confirming the compliance
of approximately 95% of all manufacturing equipment and identifying non-
compliance issues with approximately 5% of machines. The Company is in the
process of repairing, upgrading or replacing non-IT systems identified as
being non-compliant and is actively following up with vendors from whom
responses have not been received. The Company has not developed a
comprehensive contingency plan with regard to non-IT systems and equipment
as all identified mission critical systems and equipment are expected to be
Y2K ready by the end of 1999. If progress toward Y2K readiness deviates
from the anticipated time line or the Company identifies significant
additional risks, appropriate contingency plans will be developed at that
time.
The Company is primarily utilizing internal IT resources with the
additional assistance of contract programmers who are familiar with the
software. It is currently estimated that the total cost associated with
required modifications for both the Business System and non-IT systems to
become Y2K ready will be approximately $0.4 to $0.5 million, of which
approximately $0.4 million has been spent as of September 30, 1999. These
costs are being expensed as incurred and are being funded from existing
operating budgets.
<PAGE>
The Company relies on third party suppliers for raw materials, water,
utilities, transportation, and other services. Interruption of supplier
operations due to Y2K issues could affect the Company's operations. The
Company is in the process of evaluating and monitoring the status of key
suppliers' progress toward Y2K compliance. As a component of this process,
the Company has sent a questionnaire to suppliers inquiring about their Y2K
plan and stage of readiness. As of September 30, 1999 the Company has
received responses from 25 key suppliers, which together represented over
75% of the Company's total material purchases in 1998. All respondents
have acknowledged the issues surrounding Y2K, have a plan in place, and
have stated their intent to be compliant by the end of 1999 or earlier.
The Company will continue to monitor the progress of key suppliers during
1999, and, if necessary, determine potential alternative suppliers and/or
develop contingency requirements. These activities, while a means of risk
management, cannot eliminate the potential for disruption of the Company's
operations due to third party failure.
The Company is also dependent upon our customers for sales and cash flow.
The Company is in the process of contacting key customers to ascertain
their Y2K readiness. The progress of key customers toward Y2K compliance
will continue to be monitored throughout 1999.
The failure to correct a material Y2K problem in the Company's critical
Business System applications and non-IT systems, could result in an
interruption in, or failure of certain normal business activities or
operations. Additionally, in the event that any of the Company's key
suppliers and customers fail to successfully and timely achieve Y2K
compliance and the Company is unable to replace them with alternate
suppliers or new customers, the Company's normal business activities could
be adversely affected. Such interruptions or failures could have a
material adverse impact on the Company's results of operations, cash flows,
and financial condition.
The above discussion of Y2K and its potential impact on the Company
contains forward looking statements that are based on management's best
estimates of future events. Specific factors that could affect the actual
outcome of these estimates and conclusions include a possible loss of
technical resources to perform the work, failure to identify all
susceptible systems, non-compliance by third parties whose operations
impact the Company, and other similar uncertainties.
Information Concerning Forward-Looking Statements
This report contains certain forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933. Such statements are subject
to a number of risks and uncertainties, including among other things,
competition, susceptibility of the Company's business to general economic
conditions, the cyclical nature of the Company's business, control of the
Company by Lancer, environmental regulation, significant degree of
leverage, restrictive covenants related to the Company's indebtedness and
preferred stock, dependence on suppliers and major customers, Y2K
compliance by the Company and third parties with whom the Company does
business, discovery of unknown contingent liabilities, and risks related to
a unionized workforce. Actual results in the future could differ
materially from those described in the forward-looking statements as a
result of such risk factors. The Company undertakes no obligation to
publicly release the result of any revisions of these forward-looking
statements that may be made to reflect any future events or circumstances.
<PAGE>
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit No. Description
(27) Financial Data Schedule
(b) No reports 8-K were filed during the period covered by this report.
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 on November 15, 1999.
FAIRFIELD MANUFACTURING COMPANY, INC.
By: /s/ Richard A.
Bush
Richard A. Bush
Vice President Finance
(Principal Financial and Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FAIRFIELD
1999 THIRD QUARTER FORM 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
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<PERIOD-END> SEP-30-1999
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<TOTAL-ASSETS> 183,974
<CURRENT-LIABILITIES> 43,910
<BONDS> 110,000
48,186
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<COMMON> 87
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<TOTAL-LIABILITY-AND-EQUITY> 183,974
<SALES> 166,441
<TOTAL-REVENUES> 166,441
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