-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, C/E3SxXvmyQjAZSMq5daJZ25Eh6zt0Efu7K3XiRJUP9t58IT5XeBA4OYAy+efvxL uuOl+VBZ1IRW0UaMJTSXkw== 0000912057-00-023716.txt : 20000515 0000912057-00-023716.hdr.sgml : 20000515 ACCESSION NUMBER: 0000912057-00-023716 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20000331 FILED AS OF DATE: 20000512 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARDINGE INC CENTRAL INDEX KEY: 0000313716 STANDARD INDUSTRIAL CLASSIFICATION: MACHINE TOOLS, METAL CUTTING TYPES [3541] IRS NUMBER: 160470200 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-15760 FILM NUMBER: 627858 BUSINESS ADDRESS: STREET 1: ONE HARDING DRIVE CITY: ELMIRA STATE: NY ZIP: 14902 BUSINESS PHONE: 6077342281 MAIL ADDRESS: STREET 1: ONE HARDINGE DRIVE STREET 2: ONE HARDINGE DRIVE CITY: ELMIRA STATE: NY ZIP: 14902 FORMER COMPANY: FORMER CONFORMED NAME: HARDINGE BROTHERS INC DATE OF NAME CHANGE: 19920703 10-Q 1 10-Q FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Mark One) |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2000 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 number: 000-15760 HARDINGE INC. (Exact name of Registrant as specified in its charter) New York 16-0470200 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Hardinge Inc. One Hardinge Drive Elmira, NY 14902 (Address of principal executive offices) (Zip code) (607) 734-2281 (Registrant's telephone number including area code) 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 ____ As of March 31, 2000 there were 8,919,571 shares of Common Sock of the Registrant outstanding. 1 HARDINGE INC. AND SUBSIDIARIES
INDEX Part I Financial Information Page Item 1. Financial Statements Consolidated Balance Sheets at March 31, 2000 and December 31, 1999. 3 Consolidated Statements of Income and Retained Earnings for the three months ended March 31, 2000 and 1999. 5 Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2000 and 1999. 6 Notes to Consolidated Financial Statements. 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. 9 Item 3. Quantitative and Qualitative Disclosures About Market Risks 12 Part II Other Information Item 1. Legal Proceedings 12 Item 2. Changes in Securities 12 Item 3. Default upon Senior Securities 12 Item 4. Submission of Matters to a Vote of Security Holders 12 Item 5. Other Information 12 Item 6. Exhibits and Reports on Form 8-K 12 Signatures 13
2 PART I, ITEM 1 HARDINGE INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (IN THOUSANDS)
March 31, Dec. 31, 2000 1999 --------------------------- (Unaudited) Assets Current assets: Cash $ 1,426 $ 1,156 Accounts receivable 46,885 46,218 Notes receivable 8,718 7,594 Inventories 85,110 85,640 Deferred income taxes 4,207 4,207 Prepaid expenses 4,026 3,367 --------------------------- Total current assets 150,372 148,182 Property, plant and equipment: Property, plant and equipment 144,552 144,421 Less accumulated depreciation 74,019 72,156 --------------------------- 70,533 72,265 Other assets: Notes receivable 17,931 15,014 Goodwill 3,758 3,794 Other 2,202 2,202 --------------------------- 23,891 21,010 --------------------------- Total assets $244,796 $241,457 ===========================
See accompanying notes. 3 HARDINGE INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS--CONTINUED (IN THOUSANDS)
March 31, Dec. 31, 2000 1999 ---------------------------- (Unaudited) Liabilities and shareholders' equity Current liabilities: Accounts payable $ 11,284 $ 14,460 Notes payable to bank 5,895 663 Accrued expenses 11,363 9,292 Accrued income taxes 2,483 2,667 Deferred income taxes 2,375 2,122 Current portion long-term debt 3,550 3,550 ---------------------------- Total current liabilities 36,950 32,754 Other liabilities: Long-term debt 25,802 23,380 Accrued pension plan expense 4,971 4,971 Deferred income taxes 2,055 2,055 Accrued postretirement benefits 5,649 5,620 ---------------------------- 38,477 36,026 Equity of minority interest 888 963 Shareholders' equity: Preferred stock, Series A, par value $.01: Authorized - 2,000,000; issued - none Common stock, $.01 par value: Authorized shares - 20,000,000 Issued shares - 9,919,992 at March 31, 2000 and December 31, 1999 99 99 Additional paid-in capital 61,583 61,760 Retained earnings 129,224 128,325 Treasury shares (13,586) (10,199) Accumulated other comprehensive income - Foreign currency translation adjustments (4,793) (4,143) Deferred employee benefits (4,046) (4,128) ---------------------------- Total shareholders' equity 168,481 171,714 ---------------------------- Total liabilities and shareholders' equity $244,796 $241,457 ============================
See accompanying notes. 4 HARDINGE INC AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS (UNAUDITED) (In Thousands, Except Per Share Data)
Three months ended March 31, 2000 1999 ------------------------- Net Sales $47,836 $46,194 Cost of sales 32,134 30,646 ------------------------- Gross profit 15,702 15,548 Selling, general and administrative expenses 11,921 12,133 ------------------------- Income from operations 3,781 3,415 Interest expense 354 489 Interest (income) (111) (157) Income before income taxes and minority interest ------------------------- in loss of consolidated subsidiary 3,538 3,083 Income taxes 1,451 1,039 Minority interest in loss of consolidated subsidiary 75 38 ------------------------- Net income 2,162 2,082 Retained earnings at beginning of period 128,325 127,526 Less dividends declared 1,263 1,378 ------------------------- Retained earnings at end of period $129,224 $128,230 ========================= Per share data: Basic earnings per share $ .24 $ .22 ========================= Weighted average number of common shares outstanding 8,852 9,460 ========================= Diluted earnings per share $ .24 $ .22 ========================= Weighted average number of common shares outstanding 8,934 9,431 ========================= Cash Dividends Declared $ .14 $ .14 =========================
See accompanying notes. 5 HARDINGE INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In Thousands)
Three Months Ended March 31, 2000 1999 ------------------------------- Net cash (used in) provided by operating activities ($1,685) $ 13,125 Investing activities: Capital expenditures (787) (2,501) ------------------------------- Net cash (used in) investing activities (787) (2,501) Financing activities: Increase (decrease) in short-term notes payable to bank 5,258 (1,403) Increase (decrease) in long-term debt 2,642 (7,032) (Purchase) of treasury stock (3,880) (818) Dividends paid (1,264) (1,378) ------------------------------- Net cash provided by (used in) financing activities 2,756 (10,631) Effect of exchange rate changes on cash (14) (53) ------------------------------- Net increase (decrease) in cash $270 ($60) ===============================
See accompanying notes 6 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) MARCH 31, 2000 NOTE A--BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 2000, are not necessarily indicative of the results that may be expected for the year ended December 31, 2000. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report for the year ended December 31, 1999. The Company has adopted Statement of Financial Accounting Standards No. 131, "Disclosures About Segments of an Enterprise and Related Information." The Company operates in only one business segment industrial machine tools. NOTE B--INVENTORIES Inventories are summarized as follows (dollars in thousands):
March 31, December 31, 2000 1999 ----------------------------------------- Finished products $ 37,972 $ 37,361 Work-in-process 25,848 25,572 Raw materials and purchased components 21,290 22,707 ---------------- -------------------- $ 85,110 $ 85,640 ================ ====================
NOTE C--COMPANY STOCK REPURCHASE PROGRAM On April 9, 1999 Hardinge announced a stock repurchase program. The Board of Directors has authorized the repurchase of up to 1.0 million shares of the Company's common stock, or approximately 10% of the total shares outstanding. The Company has purchased 878,651 shares under the program as of March 31, 2000. 7 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) MARCH 31, 2000 NOTE D--EARNINGS PER SHARE AND WEIGHTED AVERAGE SHARES OUTSTANDING Earnings per share are computed in accordance with Statement of Financial Accounting Standards No. 128 "Earnings per Share." Basic earnings per share are computed using the weighted average number of shares of common stock outstanding during the period. For diluted earnings per share, the weighted average number of shares includes common stock equivalents related primarily to restricted stock. The following is a reconciliation of the numerators and denominators of the basic and diluted earnings per share computations required by Statement No. 128. The table sets forth the computation of basic and diluted earnings per share:
Three months ended March 31, ------------------------------ 2000 1999 ------------------------------ Numerator: Net income $ 2,162 $ 2,082 Numerator for basic earnings per share 2,162 2,082 Numerator for diluted earnings per share 2,162 2,082 Denominator: Denominator for basic earnings per share-weighted average shares 8,852 9,460 Effect of diluted securities: Restricted stock and stock options 82 (29) Denominator for diluted earnings per share-adjusted weighted average shares 8,934 9,431 Basic earnings per share $ .24 $ .22 ============================== Diluted earnings per share $ .24 $ .22 ==============================
8 PART I, ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following are management's comments relating to significant changes in the results of operations for the three month periods ended March 31, 2000 and 1999 and in the Company's financial condition during the three month period ended March 31, 2000. RESULTS OF OPERATIONS NET SALES. Net sales for the quarter ended March 31, 2000 were $47,836,000 compared to $46,194,000 for the quarter ended March 31, 1999, an increase of $1,642,000 or 3.6%. Sales to customers in the United States rose by $3,358,000 or 11.4%, from $29,375,000 for 1999's first quarter to $32,733,000 for the current quarter. U.S. sales during the first quarter of 2000 included billings totaling $7,029,000 to a single customer for partial completion of a large order recorded during the second quarter of 1999. Shipments to European customers declined from $13,718,000 during 1999's first quarter to $10,204,000 during 2000's first quarter, while sales to all other areas of the world increased from $3,101,000 to $4,899,000 for the same periods. Sales of machines accounted for $30,537,000 during the first quarter of 2000 compared to $28,567,000 for the same 1999 period, an increase of $1,970,000 or 6.9%. Sales of non-machine products and services of $17,299,000 represented a reduction of $328,000 or 1.9% from the same quarter last year. The Company's order backlog at March 31, 2000 increased by 9.0% from a year earlier, and by 2.4% from December 31, 1999, despite shipment of the large second quarter 1999 order mentioned above. The Company's order rate for the first quarter of 2000 was 18% higher than the fourth quarter of 1999, and approximately equal to the first quarter of 1999 after removing the impacts of foreign currency translations. GROSS PROFIT. Gross margin, as a percentage of sales, was 32.8% in the first quarter of 2000, compared to 33.7% for the same period in 1999. This reduction is the result of continuing significant price discounting among machine tool suppliers competing for a low level of customer demand, combined with a somewhat lower portion of total sales attributable to non-machine products and services where margins are relatively higher. SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES. Selling, general and administrative ("SG&A") expenses during the first quarter of 2000 were $11,921,000 compared to $12,133,000 for the same quarter of 1999. The Company continued its expense reduction efforts during the first quarter of 2000 as a means of alleviating the continuing impact of reduced demand for machine tools. These cost reductions were partially offset by higher promotional expenses attributable to the upcoming biannual International Manufacturing Technology Show (IMTS) in September. This event is a major promotional commitment for the Company. The show is anticipated to attract an audience of 150,000 machine buyers, both domestic and international. INCOME FROM OPERATIONS. Income from operations as a percentage of net sales increased in the three month period ended March 31, 2000 to 7.9% from 7.3% earned for the same period in 1999. Although the gross margin percentage was slightly lower in this year's first quarter as indicated, the Company's efforts at controlling its SG&A expenses resulted in this improvement in the operating margin percentage. 9 INTEREST EXPENSE AND INCOME. Interest expense decreased from $489,000 in the first quarter of 1999 to $354,000 for the first quarter of 2000, despite several recent increases in market interest rates. The reduced expense was made possible by 20% lower average outstanding debt for this year's first quarter, compared to a year ago. Interest income, earned primarily on customer notes, also declined, from $157,000 during last year's first quarter to $111,000 for the quarter ended March 31, 2000. The reduced income reflects the impact of bargain interest rates which were offered to customers as a sales incentive throughout much of 1999 and into 2000. INCOME TAXES. The provision for income taxes as a percentage of net income was 41.0% for the first quarter of 2000 compared to 33.7% a year earlier. 1999's first quarter benefited from a high utilization of U.S. income tax credits which did not repeat in 2000. Additionally, consolidated income was reduced in 2000's first quarter by foreign losses against which no income taxes were recoverable resulting in a slight increase in the consolidated rate. NET INCOME. Net income for the first quarter of 2000 was $2,162,000 or $.24 diluted earnings per share compared to $2,082,000 or $.22 diluted earnings per share for the first quarter of 1999. EARNINGS PER SHARE. All earnings per share and weighted average share amounts are presented to conform with Financial Accounting Standards Board Statement No. 128, EARNINGS PER SHARE. QUARTERLY INFORMATION The following table sets forth certain quarterly financial data for each of the periods indicated.
Three Months Ended Mar. 31, June 30, Sept. 30, Dec. 31, 2000 2000 2000 2000 ---------------------------------------------------------- (in thousands, except per share data) ---------------------------------------------------------- Net Sales $ 47,836 Gross Profit 15,702 Income from operations 3,781 Net income 2,162 Diluted earnings per share .24 Weighted average shares outstanding 8,934
Three Months Ended Mar. 31, June 30, Sept. 30, Dec. 31, 1999 1999 1999 1999 ---------------------------------------------------------- (in thousands, except per share data) ---------------------------------------------------------- Net Sales $ 46,194 $ 45,881 $ 42,399 $ 44,059 Gross Profit 15,548 14,381 13,418 13,811 Income from operations 3,415 2,346 1,468 2,388 Net income 2,082 1,458 980 1,521 Diluted earnings per share .22 .16 .11 .17 Weighted average shares outstanding 9,431 9,342 9,265 9,035
10 LIQUIDITY AND CAPITAL RESOURCES For the first three months of 2000, operating activities used $1,685,000 of cash compared to generating $13,125,000 for the same period during 1999. This net use of funds totaling $14,810,000 between the two periods resulted primarily from three causes. Operating funds were used to support an increase in accounts receivable for the first quarter of 2000 compared to being generated by a reduction in receivables for the same quarter of 1999, for a total use of $8,305,000. Likewise, a similar change in inventory levels resulted in a net use of funds totaling $2,917,000. Both of these changes reflect the growing need for working capital typically present during periods of increasing business activity. Additionally, net reductions in accounts payable and accrued expenses during the first quarter of 2000 relative to changes in these same items during the first quarter of 1999 used additional funds of $2,275,000. Investing activities for the quarter ended March 31, 2000, at $787,000, used $1,714,000 less than the same quarter of last year. At the same time, financing activities generated $2,756,000 during the first quarter of 2000, while using funds totaling $10,631,000 during the same 1999 quarter, for a net additional source of funds of $13,387,000 between the two periods. This additional cash generation resulted primarily from two factors. First, increases in short and long-term borrowing during 2000 compared to significant debt repayment during the first quarter of 1999, generated net additional funds of $16,335,000. Partially offsetting this, the Company's purchases of treasury stock under its stock repurchase plan in place during both periods required the use of $3,880,000 in cash during the first quarter of 2000, compared to $818,000 during the same quarter of 1999. Hardinge's current ratio at March 31, 2000 was 4.07:1 compared to 4.52:1 at December 31, 1999. Hardinge provides long-term financing for the purchase of its equipment by qualified customers. The Company periodically sells portfolios of customer notes to financial institutions in order to reduce debt and finance current operations. The customer financing program has an impact on Hardinge's month-to-month borrowings, but it has had little long-term impact on its working capital because of the ability to sell the underlying notes. No notes were sold during the first quarter of either 2000 or 1999 as a result of the lower sales levels previously discussed coupled with the fact that a considerably lower than typical portion of total sales were recorded on contracts during both quarters. Hardinge maintains a revolving loan agreement with several U.S. banks providing for unsecured borrowing up to $50,000,000 on a revolving basis through August 1, 2002. This facility, together with other short term credit agreements, provides for immediate access of up to $64,000,000. At March 31, 2000, outstanding borrowings under these arrangements totaled $24,596,000. We believe that currently available funds and credit facilities, along with internally generated funds, will provide sufficient financial resources for ongoing operations. THIS REPORT CONTAINS STATEMENTS OF A FORWARD-LOOKING NATURE RELATING TO THE FINANCIAL PERFORMANCE OF HARDINGE INC. SUCH STATEMENTS ARE BASED UPON INFORMATION KNOWN TO MANAGEMENT AT THIS TIME. THE COMPANY CAUTIONS THAT SUCH STATEMENTS NECESSARILY INVOLVE UNCERTAINTIES AND RISK AND DEAL WITH MATTERS BEYOND THE COMPANY'S ABILITY TO CONTROL, AND IN MANY CASES THE COMPANY CANNOT PREDICT WHAT FACTORS WOULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE INDICATED. AMONG THE MANY FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER FROM THOSE SET FORTH IN THE FORWARD-LOOKING STATEMENTS ARE FLUCTUATIONS IN THE MACHINE TOOL BUSINESS CYCLES, CHANGES IN GENERAL ECONOMIC CONDITIONS IN THE U.S. OR INTERNATIONALLY, THE MIX OF PRODUCTS SOLD AND THE PROFIT MARGINS THEREON, THE RELATIVE SUCCESS OF THE COMPANY'S ENTRY INTO NEW PRODUCT AND GEOGRAPHIC MARKET , THE COMPANY'S ABILITY TO MANAGE ITS OPERATING COSTS, ACTIONS TAKEN BY CUSTOMERS SUCH AS ORDER CANCELLATIONS OR REDUCED BOOKINGS BY CUSTOMERS OR DISTRIBUTORS, COMPETITORS' ACTIONS SUCH AS PRICE DISCOUNTING OR NEW PRODUCT INTRODUCTIONS, 11 GOVERNMENTAL REGULATIONS AND ENVIRONMENTAL MATTERS, CHANGES IN THE AVAILABILITY AND COST OF MATERIALS AND SUPPLIES, THE IMPLEMENTATION OF NEW TECHNOLOGIES AND CURRENCY FLUCTUATIONS. ANY FORWARD-LOOKING STATEMENT SHOULD BE CONSIDERED IN LIGHT OF THESE FACTORS. THE COMPANY UNDERTAKES NO OBLIGATION TO REVISE ITS FORWARD-LOOKING STATEMENTS IF UNANTICIPATED EVENTS ALTER THEIR ACCURACY. PART I. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK None PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES None ITEM 3. DEFAULT UPON SENIOR SECURITIES None ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None ITEM 5. OTHER INFORMATION None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K A. Exhibits 4.1 Amendment to the By-Laws of Hardinge Inc. dated February 22, 2000. 10.1 $8,000,000 Master Note among Hardinge Inc. and Chemung Canal Trust Company. 27.1 Financial Data Schedule B. Reports on Form 8-K None 12 SIGNATURES 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. HARDINGE INC. May 12, 2000 By: /s/ Robert E. Agan - ------------------------- --------------------------------- Date Robert E. Agan Chairman of the Board /CEO May 12, 2000 By: /s/ J. Patrick Ervin - ------------------------- --------------------------------- Date J. Patrick Ervin President/COO May 12, 2000 By: /s/ Richard L. Simons - ------------------------- --------------------------------- Date Richard L. Simons Executive Vice President/CFO (Principal Financial Officer) 13 EX-4.1 2 EXHIBIT 4.1 Exhibit 4.1 AMENDMENT TO THE BY-LAWS OF HARDINGE INC. DATED FEBRUARY 22, 2000 Effective April 1, 2000, the first sentence of Article III, Section 3, of the By-Laws of Hardinge Inc. was amended to read: "THE NUMBER OF DIRECTORS CONSTITUTING THE ENTIRE BOARD SHALL BE EIGHT (8)." EX-10.1 3 EXHIBIT 10.1 Exhibit 10.1 CHEMUNG CANAL TRUST COMPANY MASTER NOTE $8,000,000.00 ELMIRA, NEW YORK DECEMBER 24, 1999 For value received, the undersigned, HARDINGE, INC. ("Borrower") promises to pay to the order of CHEMUNG CANAL TRUST COMPANY ("Lender"), on demand or when due as provided herein, at its office at One Chemung Canal Plaza, Elmira, New York, or at any other office designated by Lender, the principal sum of EIGHT MILLION and NO/100 ($8,000,000.00) Dollars, or so much thereof as shall equal the unpaid principal amount of all advances made by Lender to Borrower, plus interest on the principal amount outstanding from time to time. This Note shall be evidence of indebtedness and shall constitute the terms of payment by the Borrower to the Lender of principal which may be borrowed, repaid and reborrowed from time to time, it being understood that the Lender may, in its sole discretion, decline in whole or in part to make any advance requested by Borrower, the excess of borrowing over repayments shall be the principal balance due hereunder from time to time and at any time. The Lender may, in its sole discretion, make an advance to the Borrower upon oral request. Each oral request shall be conclusively presumed to have been made by a person authorized by Borrower to do so, and any credit by the Lender of any advance to or for the account of the Borrower shall establish the Borrower's obligation to repay the same in accordance with the terms of this Note. The Lender shall incur no liability to any party by reason of making an advance upon an oral request. The Lender will endeavor (but shall be under no obligation) to send to the Borrower written confirmation of the date and amount of such advance, but its failure to do so will not relieve the Borrower of its obligations hereunder, including its obligation to repay the advance when due. Each advance made to Borrower shall be deposited in Borrower's account at Chemung Canal Trust Company, identified below. Any advance made hereunder shall be in an amount of not less that $2,500.00. Interest shall accrue at a rate equal to the sum of (I) the Prime Rate in effect from time to time plus (ii) 1/2% per annum. Prime Rate, as used herein, shall mean the annual rate of interest announced by the Wall Street Journal, as the Wall Street Journal Prime Rate. The rate of interest payable hereunder shall change on each date on which a change in the Prime Rate becomes effective. Interest will be calculated for the actual number of days on a 360-day basis. Advances in excess of $500,000.00 shall accrue interest at a rate equal to the sum of the one month London Interbank Offered Rate (LIBOR) in effect from time to time plus .50% per annum. The LIBOR rate as used herein shall mean the annual rate of interest announced in the Wall Street Journal. All advances will carry the LIBOR rate fixed for one month. All advances under $500,000.00 and any advance paid prior to the one month maturity will have its interest rate revert to the Wall Street Journal Prime Rate. All interest will be calculated for the actual number of days on a 360-day basis. Lender may, at its sole option, declare the entire balance of principal and accrued interest due and payable at any time, and in that event, the Borrower will immediately pay the entire balance in full. All or any part of the indebtedness evidenced by this Note may be paid without penalty at any time. Any payment not received within ten (10) business days after it becomes due may, at the option of the Lender, be subject to a late charge equal to 2% thereof or $25, whichever is greater. All payments shall be in lawful money of the United States in immediately available funds. If the Lender demands and accepts partial payments, such demand or acceptance shall not be construed as a waiver of the right to demand the entire unpaid balance due hereunder at any time in accordance with the terms hereof. Any delay by the Lender in exercising any rights hereunder shall not operate as a waiver of such rights. The provisions of any separate Security Agreement or mortgage executed by the Borrower shall become a part of the terms of this Master Note. If this item is checked, ____ notwithstanding any other provision of this Note, the Borrower agrees that for a period of ____ consecutive days during each of Borrower's fiscal years, there shall be no principal balance and accrued interest outstanding under this Master Note. Borrower, and endorsers and guarantors hereof, waive any demand, presentment for payment, protest and notice of protest for non-payment of this Note. This Note shall be governed by the laws of the State of New York. Borrower agrees to pay all reasonable costs and expenses, including attorneys' fees and disbursements incurred by Lender in enforcing this Note. HARDINGE INC. ONE HARDINGE DRIVE ELMIRA, NEW YORK 14902-1507 BY: /s/ Robert E. Agan ------------------------- ROBERT E. AGAN CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER EX-27.1 4 EXHIBIT 27.1
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE COMPANY'S FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 3-MOS DEC-31-2000 JAN-01-2000 MAR-31-2000 1,426 0 73,534 0 85,110 150,372 144,552 74,019 244,796 36,950 25,802 0 0 99 168,382 244,796 47,836 47,836 32,134 11,921 (75) 0 354 3,538 1,451 2,162 0 0 0 2,162 .24 .24 Minority interest in loss of consolidated subsidiary.
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