UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(a) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 23, 1999
BRIDGEPORT MACHINES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 000-25102 06-1169678
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
500 Lindley Street, Bridgeport, CT 06606
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 367-3651
Not Applicable
(Former name or address if changed since last report)
<PAGE>
ITEM 5. OTHER EVENTS
On March 23, 1999 Bridgeport Machines, Inc. issued a news release,
attached hereto as Exhibit 99.1 and incorporated herein by reference. The news
release was in response to a letter received from High Technology Holding Corp.,
a copy of which was filed by Bridgeport Machines, Inc. on March 17, 1999 with
the Securities and Exchange Commission as part of a Bridgeport Machines, Inc.
current report on Form 8-K.
ITEM 7. EXHIBITS
Exhibit
Number
99.1 News release issued by Bridgeport Machines, Inc. on March 23, 1999
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed by the undersigned
hereunto duly authorized.
BRIDGEPORT MACHINES, INC.
-------------------------
(Registrant)
March 23, 1999 /s/ Walter C. Lazarcheck
(Date) -------------------------
Walter C. Lazarcheck
Vice President & Chief Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit
Number
99.1 News release issued by Bridgeport Machines, Inc. on March 23, 1999
<PAGE>
NEWS RELEASE
FOR: BRIDGEPORT MACHINES, INC.
APPROVED BY: Dan L. Griffith
President & Chief Executive Officer
Walter C. Lazarcheck
Chief Financial Officer
(203) 367-3651
FOR IMMEDIATE RELEASE
BRIDGEPORT MACHINES REVIEWS STOCKHOLDER SUGGESTION
BRIDGEPORT, Conn., March 23, 1999 -- Bridgeport Machines, Inc. (Nasdaq:
BPTM) today announced that its Board of Directors has reviewed High Technology
Holding Corp.'s ("HTH") suggestion that the Company should tender for up to 50%
of its own issued and outstanding common stock and finance that tender through
significant additional borrowings by the Company. The Company's Board of
Directors, which reviewed the suggested actions with its investment banker,
Lehman Brothers Inc., has decided not to implement the suggested stock
repurchase because the Board does not believe such an action would be in the
best interest of the Company and its stockholders. HTH's letter to the Company
presenting HTH's suggestion is an exhibit to the Company's current report on
Form 8-K filed with the Securities and Exchange Commission on March 17, 1999.
HTH is a privately owned Delaware corporation which has reported that
it owns in excess of ten percent (10%) of the issued and outstanding common
stock of Bridgeport Machines, Inc.
Bridgeport Machines, Inc., founded in 1939, is a leading manufacturer
of manual and computer numerically controlled (CNC) metal cutting machine tools
in the United States and United Kingdom. The Company primarily focuses on
standardized, general-purpose machine tools for small-to-medium sized machine
shops throughout the United States and in 60 countries worldwide. The Company
also manufactures and sells surface grinders under the Harig brand name and
sells manual and CNC lathes under the ROMI, EZ-PATH and Power Path brand names.
Safe harbor for forward-looking statements: Except for historical
information contained herein, certain statements in this release are
forward-looking statements that are made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. Forward- looking
statements involve known and unknown risks and uncertainties which may cause the
Company's actual results in future periods to differ materially from forecasted
results. Factors that could cause actual results to differ materially include,
but are not limited to, the following: economic and other business conditions
that may affect demand in the U.S. and European markets; the mix of products
sold and the profit margins thereon; order cancellations or reduced bookings by
customers or distributors; changes in currency exchange rates; and discounting
necessitated by price competition. Those and other risks are described in the
Company's filings with the Securities and Exchange Commission (SEC) over the
last 12 months, copies of which are available from the SEC or may be obtained
upon request from the Company.
