-----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, HQajGpUKTBwvLNxQnbTOjccR5BuRiT8S7yNdCAIYkLotG5HltYEOSJWhXPbCCgoA 6UFDkD0zYTmFLu1AMj2h+w== 0000800459-99-000014.txt : 19991228 0000800459-99-000014.hdr.sgml : 19991228 ACCESSION NUMBER: 0000800459-99-000014 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990630 FILED AS OF DATE: 19991227 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARMAN INTERNATIONAL INDUSTRIES INC /DE/ CENTRAL INDEX KEY: 0000800459 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651] IRS NUMBER: 112534306 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-09764 FILM NUMBER: 99780830 BUSINESS ADDRESS: STREET 1: 1101 PENNSYLVANIA AVENUE N W STREET 2: STE 1010 CITY: WASHINGTON STATE: DC ZIP: 20004 BUSINESS PHONE: 2023931101 MAIL ADDRESS: STREET 1: 1101 PENNSYLVANIA AVENUE NW STREET 2: SUITE 1010 CITY: WASHINGTON STATE: DC ZIP: 20004 11-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------------------------- 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, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to __________ Commission file number _________ --------------------------------------------- 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) --------------------------------------------- HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Financial Statements and Supplemental Schedules June 26, 1999 and 1998 (With Independent Auditors' Report Thereon) HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Index to Financial Statements and Supplemental Schedules Page Independent Auditors' Report 1 Statement of Net Assets Available for Plan Benefits - June 26, 1999 2 Statement of Net Assets Available for Plan Benefits - June 26, 1998 3 Statement of Changes in Net Assets Available for Plan Benefits - Year ended June 26, 1999 4 Statement of Changes in Net Assets Available for Plan Benefits - Year ended June 26, 1998 5 Notes to Financial Statements 6 Schedules 1 Line 27a - Schedule of Investments Held at End of Plan Year - June 26, 1999 11 2 Line 27d - Schedule of Reportable Transactions - Year ended June 26, 1999 12 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. 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 the Harman International Industries, Incorporated Retirement Savings Plan (the Plan) as of June 26, 1999 and 1998 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 generally accepted auditing standards. 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 Harman International Industries, Incorporated Retirement Savings Plan as of June 26, 1999 and 1998 and the changes in net assets available for Plan benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information in Schedules 1 and 2 is presented for the purpose of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 and is not a required part of the basic financial statements. These supplemental schedules are the responsibility of the Plan's management. The fund information in the statements of net assets available for Plan benefits and the related statements of changes in net assets available for Plan benefits is presented for purposes of additional analysis rather than to present the net assets available for Plan benefits and the changes in net assets available for Plan benefits of each fund. The supplemental schedules and fund information have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated, in all material respects, when considered in relation to the basic financial statements taken as a whole. /s/ KPMG LLP November 12, 1999 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1999 The Putnam Fund for Fixed Income Growth and Assets Fund Income Investments: Guaranteed investment contracts $27,355,861 - Mutual funds - 24,799,248 Harman International Industries, Incorporated common stock - - Money market funds 293,664 - Participant loans - - 27,649,525 24,799,248 Contributions receivable 730,595 470,067 Total assets 28,380,120 25,269,315 Liabilities Other liabilities 10,678 9,578 Net assets available for Plan benefits $28,369,442 25,259,737 2 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1999 (continued) Harman International George Industries, Putnam Incorporated Fund of Assets Common Stock Boston Investments: Guaranteed investment contracts $ - - Mutual funds - 7,864,121 Harman International Industries, Incorporated common stock 7,342,920 - Money market funds - - Participant loans - - 7,342,920 7,864,121 Contributions receivable 278,480 170,517 Total assets 7,621,400 8,034,638 Liabilities Other liabilities 2,836 3,037 Net assets available for Plan benefits $7,618,564 8,031,601 2 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1999 (continued) Putnam Investors Putnam Assets Fund Voyager Fund Investments: Guaranteed investment contracts $ - - Mutual funds 3,380,553 20,225,308 Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - - 3,380,553 20,225,308 Contributions receivable 130,367 448,784 Total assets 3,510,920 20,674,092 Liabilities Other liabilities 1,306 7,811 Net assets available for Plan benefits $ 3,509,614 20,666,281 2 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1999 (continued) Putnam Diversified Putnam Income and Assets OTC Fund Trust Fund Investments: Guaranteed investment contracts $ - - Mutual funds 1,615,843 494,879 Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - - 1,615,843 494,879 Contributions receivable 114,989 36,301 Total assets 1,730,832 531,180 Liabilities Other liabilities 624 191 Net assets available for Plan benefits $ 1,730,208 530,989 2 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1999 (continued) Putnam Putnam Asset Overseas Allocation Assets Growth Fund Growth Fund Investments: Guaranteed investment contracts $ - - Mutual funds 1,561,282 358,689 Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - - 1,561,282 358,689 Contributions receivable 75,258 29,367 Total assets 1,636,540 388,056 Liabilities Other liabilities 603 139 Net assets available for Plan benefits $ 1,635,937 387,917 2 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1999 (continued) Putnam Putnam Asset Asset Allocation Allocation Balanced Conservative Assets Fund Fund Investments: Guaranteed investment contracts $ - - Mutual funds 202,690 220,777 Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - - 202,690 220,777 Contributions receivable 13,260 10,452 Total assets 215,950 231,229 Liabilities Other liabilities 78 85 Net assets available for Plan benefits $ 215,872 231,144 2 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1999 (continued) Putnam New Opportunities Participant Assets Fund Loan Fund Investments: Guaranteed investment contracts $ - - Mutual funds 8,509,696 - Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - 416 8,509,696 416 Contributions receivable 340,306 - Total assets 8,850,002 416 Liabilities Other liabilities 3,287 - Net assets available for Plan benefits $ 8,846,715 416 2 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1999 (continued) Assets Total Investments: Guaranteed investment contracts $ 27,355,861 Mutual funds 69,233,086 Harman International Industries, Incorporated common stock 7,342,920 Money market funds 293,664 Participant loans 416 104,225,947 Contributions receivable 2,848,743 Total assets 107,074,690 Liabilities Other liabilities 40,253 Net assets available for Plan benefits $107,034,437 See accompanying notes to financial statements. 2 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1998 The Putnam Fund for Fixed Income Growth and Assets Fund Income Investments: Guaranteed investment contracts $ 23,359,736 - Mutual funds - 23,658,142 Harman International Industries, Incorporated common stock - - Money market funds 960,229 - Participant loans - - 24,319,965 23,658,142 Contributions receivable 1,000,455 793,622 Total assets 25,320,420 24,451,764 Liabilities Other liabilities 1,569 1,527 Net assets available for Plan benefits $ 25,318,851 24,450,237 3 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1998 (continued) Harman International George Industries, Putnam Incorporated Fund of Assets Common Stock Boston Investments: Guaranteed investment contracts $ - - Mutual funds - 7,468,023 Harman International Industries, Incorporated common stock 7,654,103 - Money market funds - - Participant loans - - 7,654,103 7,468,023 Contributions receivable 556,126 319,543 Total assets 8,210,229 7,787,566 Liabilities Other liabilities 494 482 Net assets available for Plan benefits $ 8,209,735 7,787,084 3 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1998 (continued) Putnam Investors Putnam Assets Fund Voyager Fund Investments: Guaranteed investment contracts $ - - Mutual funds 1,693,184 17,304,275 Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - - 1,693,184 17,304,275 Contributions receivable 143,494 748,066 Total assets 1,836,678 18,052,341 Liabilities Other liabilities 109 1,117 Net assets available for Plan benefits $ 1,836,569 18,051,224 3 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1998 (continued) Putnam Diversified Putnam Income and Assets OTC Fund Trust Fund Investments: Guaranteed investment contracts $ - - Mutual funds 1,089,764 623,075 Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - - 1,089,764 623,075 Contributions receivable 146,049 49,607 Total assets 1,235,813 672,682 Liabilities Other liabilities 70 40 Net assets available for Plan benefits $ 1,235,743 672,642 3 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1998 (continued) Putnam Putnam Asset Overseas Allocation Assets Growth Fund Growth Fund Investments: Guaranteed investment contracts $ - - Mutual funds 986,906 212,974 Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - - 986,906 212,974 Contributions receivable 96,731 31,552 Total assets 1,083,637 244,526 Liabilities Other liabilities 64 14 Net assets available for Plan benefits $ 1,083,573 244,512 3 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1998 (continued) Putnam Putnam Asset Asset Allocation Allocation Balanced Conservative Assets Fund Fund Investments: Guaranteed investment contracts $ - - Mutual funds 132,623 11,697 Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - - 132,623 11,697 Contributions receivable 12,509 7,421 Total assets 145,132 19,118 Liabilities Other liabilities 9 1 Net assets available for Plan benefits $ 145,123 19,117 3 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1998 (continued) Putnam New Opportunities Participant Assets Fund Loan Fund Investments: Guaranteed investment contracts $ - - Mutual funds 6,925,659 - Harman International Industries, Incorporated common stock - - Money market funds - - Participant loans - 5,836 6,925,659 5,836 Contributions receivable 467,672 - Total assets 7,393,331 5,836 Liabilities Other liabilities 447 - Net assets available for Plan benefits $ 7,392,884 5,836 3 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Net Assets Available for Plan Benefits June 26, 1998 (continued) Assets Total Investments: Guaranteed investment contracts $ 23,359,736 Mutual funds 60,106,322 Harman International Industries, Incorporated common stock 7,654,103 Money market funds 960,229 Participant loans 5,836 92,086,226 Contributions receivable 4,372,847 Total assets 96,459,073 Liabilities Other liabilities 5,943 Net assets available for Plan benefits $ 96,453,130 See accompanying notes to financial statements. 3 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1999 The Putnam Fund for Fixed Income Growth and Fund Income Employer contributions, net $ 262,737 679,718 Employee contributions 1,012,633 1,262,852 Fund transfers, net 3,453,770 (1,577,778) Other additions (deletions), net - 12,293 4,729,140 377,085 Investment income: Interest and dividends 1,447,182 2,110,913 Net appreciation (depreciation) 267 741,228 Net investment income 1,447,449 2,852,141 Benefit payments 3,108,445 2,407,862 Administrative expenses 17,553 11,864 3,125,998 2,419,726 Net increase (decrease) 3,050,591 809,500 Net assets at beginning of year 25,318,851 24,450,237 Net assets at end of year $ 28,369,442 25,259,737 4 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1999 (continued) Harman International George Industries, Putnam Incorporated Fund of Common Stock Boston Employer contributions, net $ 411,107 246,723 Employee contributions 716,330 422,285 Fund transfers, net (2,440,527) (60,870) Other additions (deletions), net (3,352) 712 (1,316,442) 608,850 Investment income: Interest and dividends 38,631 723,872 Net appreciation (depreciation) 1,420,880 (176,883) Net investment income 1,459,511 546,989 Benefit payments 729,521 907,406 Administrative expenses 4,719 3,916 734,240 911,322 Net increase (decrease) (591,171) 244,517 Net assets at beginning of year 8,209,735 7,787,084 Net assets at end of year $ 7,618,564 8,031,601 4 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1999 (continued) Putnam Investors Putnam Fund Voyager Fund Employer contributions, net $ 187,660 649,871 Employee contributions 434,717 1,303,794 Fund transfers, net 1,085,038 (557,582) Other additions (deletions), net 312 1,160 1,707,727 1,397,243 Investment income: Interest and dividends 73,740 1,237,022 Net appreciation (depreciation) 361,848 1,611,688 Net investment income 435,588 2,848,710 Benefit payments 468,345 1,620,952 Administrative expenses 1,925 9,944 470,270 1,630,896 Net increase (decrease) 1,673,045 2,615,057 Net assets at beginning of year 1,836,569 18,051,224 Net assets at end of year $ 3,509,614 20,666,281 4 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1999 (continued) Putnam Diversified Putnam Income and OTC Fund Trust Fund Employer contributions, net $ 159,429 49,987 Employee contributions 312,997 86,036 Fund transfers, net 82,762 (166,876) Other additions (deletions), net - - 555,188 (30,853) Investment income: Interest and dividends 43,087 42,758 Net appreciation (depreciation) 67,591 (64,727) Net investment income 110,678 (21,969) Benefit payments 170,245 88,403 Administrative expenses 1,156 428 171,401 88,831 Net increase (decrease) 494,465 (141,653) Net assets at beginning of year 1,235,743 672,642 Net assets at end of year $ 1,730,208 530,989 4 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1999 (continued) Putnam Putnam Asset Overseas Allocation Growth Fund Growth Fund Employer contributions, net $ 110,041 49,791 Employee contributions 194,299 78,051 Fund transfers, net 214,664 15,637 Other additions (deletions), net - - 519,004 143,479 Investment income: Interest and dividends 35,466 7,476 Net appreciation (depreciation) 132,974 19,373 Net investment income 168,440 26,849 Benefit payments 134,089 26,630 Administrative expenses 991 293 135,080 26,923 Net increase (decrease) 552,364 143,405 Net assets at beginning of year 1,083,573 244,512 Net assets at end of year $ 1,635,937 387,917 4 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1999 (continued) Putnam Asset Putnam Asset Allocation Allocation Conservative Balanced Fund Fund Employer contributions, net $ 21,563 17,158 Employee contributions 37,429 29,275 Fund transfers, net 17,826 172,811 Other additions (deletions), net - - 76,818 219,244 Investment income: Interest and dividends 5,294 4,721 Net appreciation (depreciation) 2,955 880 Net investment income 8,249 5,601 Benefit payments 14,124 12,651 Administrative expenses 194 167 14,318 12,818 Net increase (decrease) 70,749 212,027 Net assets at beginning of year 145,123 19,117 Net assets at end of year $ 215,872 231,144 4 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1999 (continued) Putnam New Opportunities Participant Fund Loan Fund Employer contributions, net $ 487,033 - Employee contributions 1,004,399 - Fund transfers, net (238,875) - Other additions (deletions), net 935 (5,420) 1,253,492 (5,420) Investment income: Interest and dividends 245,491 - Net appreciation (depreciation) 732,580 - Net investment income 978,071 - Benefit payments 772,938 - Administrative expenses 4,794 - 777,732 - Net increase (decrease) 1,453,831 (5,420) Net assets at beginning of year 7,392,884 5,836 Net assets at end of year $ 8,846,715 416 4 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1999 (continued) Total Employer contributions, net $ 3,332,818 Employee contributions 6,895,097 Fund transfers, net - Other additions (deletions), net 6,640 10,234,555 Investment income: Interest and dividends 6,015,653 Net appreciation (depreciation) 4,850,654 Net investment income 10,866,307 Benefit payments 10,461,611 Administrative expenses 57,944 10,519,555 Net increase (decrease) 10,581,307 Net assets at beginning of year 96,453,130 Net assets at end of year $ 107,034,437 See accompanying notes to financial statements. 4 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1998 The Putnam Fund for Fixed Income Growth and Fund Income Employer contributions, net $ 1,908,051 740,145 Employee contributions 1,118,548 1,458,657 Fund transfers, net (158,255) (160,724) Other additions (deletions), net 516 1,975 2,868,860 2,040,053 Investment income: Interest and dividends 1,408,324 2,846,437 Net appreciation (depreciation) - 750,094 Net investment income 1,408,324 3,596,531 Benefit payments 2,179,405 1,759,234 Administrative expenses 23,820 19,891 2,203,225 1,779,125 Net increase (decrease) 2,073,959 3,857,459 Net assets at beginning of year 23,244,892 20,592,778 Net assets at end of year $ 25,318,851 24,450,237 5 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1998 (continued) Harman International George Industries, Putnam Incorporated Fund of Common Stock Boston Employer contributions, net $ 609,790 352,823 Employee contributions 902,286 549,996 Fund transfers, net (2,369,447) (375,037) Other additions (deletions), net (1,569) 2,367 (858,940) 530,149 Investment income: Interest and dividends 38,394 670,868 Net appreciation (depreciation) 28,993 398,332 Net investment income 67,387 1,069,200 Benefit payments 844,398 509,823 Administrative expenses 19,005 6,759 863,403 516,582 Net increase (decrease) (1,654,956) 1,082,767 Net assets at beginning of year 9,864,691 6,704,317 Net assets at end of year $ 8,209,735 7,787,084 5 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1998 (continued) Putnam Investors Putnam Fund Voyager Fund Employer contributions, net $ 160,188 677,330 Employee contributions 305,713 1,389,953 Fund transfers, net 642,704 679,644 Other additions (deletions), net 220 4,984 1,108,825 2,751,911 Investment income: Interest and dividends 82,511 873,919 Net appreciation (depreciation) 239,985 3,145,030 Net investment income 322,496 4,018,949 Benefit payments 55,284 1,323,556 Administrative expenses 1,052 14,178 56,336 1,337,734 Net increase (decrease) 1,374,985 5,433,126 Net assets at beginning of year 461,584 12,618,098 Net assets at end of year $ 1,836,569 18,051,224 5 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1998 (continued) Putnam Diversified Putnam Income and OTC Fund Trust Fund Employer contributions, net $ 182,360 62,084 Employee contributions 308,562 100,876 Fund transfers, net 278,534 136,358 Other additions (deletions), net - - 769,456 299,318 Investment income: Interest and dividends 52 40,616 Net appreciation (depreciation) 156,349 2,099 Net investment income 156,401 42,715 Benefit payments 32,926 22,519 Administrative expenses 979 681 33,905 23,200 Net increase (decrease) 891,952 318,833 Net assets at beginning of year 343,791 353,809 Net assets at end of year $ 1,235,743 672,642 5 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1998 (continued) Putnam Putnam Asset Overseas Allocation Growth Fund Growth Fund Employer contributions, net $ 109,675 30,962 Employee contributions 192,845 74,764 Fund transfers, net 259,377 134,336 Other additions (deletions), net 437 - 562,334 240,062 Investment income: Interest and dividends 37,050 1,372 Net appreciation (depreciation) 95,263 3,390 Net investment income 132,313 4,762 Benefit payments 33,885 280 Administrative expenses 774 32 34,659 312 Net increase (decrease) 659,988 244,512 Net assets at beginning of year 423,585 - Net assets at end of year $ 1,083,573 244,512 5 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1998 (continued) Putnam Asset Putnam Asset Allocation Allocation Conservative Balanced Fund Fund Employer contributions, net $ 13,013 6,460 Employee contributions 11,511 5,215 Fund transfers, net 118,893 6,908 Other additions (deletions), net - - 143,417 18,583 Investment income: Interest and dividends 418 635 Net appreciation (depreciation) 1,335 (95) Net investment income 1,753 540 Benefit payments - - Administrative expenses 47 6 47 6 Net increase (decrease) 145,123 19,117 Net assets at beginning of year - - Net assets at end of year $ 145,123 19,117 5 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1998 (continued) Putnam New Opportunities Participant Fund Loan Fund Employer contributions, net $ 514,471 - Employee contributions 1,056,336 - Fund transfers, net 806,709 - Other additions (deletions), net 2,970 (16,652) 2,380,486 (16,652) Investment income: Interest and dividends 118,928 845 Net appreciation (depreciation) 1,426,337 - Net investment income 1,545,265 845 Benefit payments 701,720 - Administrative expenses 5,506 - 707,226 - Net increase (decrease) 3,218,525 (15,807) Net assets at beginning of year 4,174,359 21,643 Net assets at end of year $ 7,392,884 5,836 5 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits Year ended June 26, 1998 (continued) Total Employer contributions, net $ 5,367,352 Employee contributions 7,475,262 Fund transfers, net - Other additions (deletions), net (4,752) 12,837,862 Investment income: Interest and dividends 6,120,369 Net appreciation (depreciation) 6,247,112 Net investment income 12,367,481 Benefit payments 7,463,030 Administrative expenses 92,730 7,555,760 Net increase (decrease) 17,649,583 Net assets at beginning of year 78,803,547 Net assets at end of year $ 96,453,130 See accompanying notes to financial statements. 5 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Notes to Financial Statements June 26, 1999 and 1998 (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 Investments in guaranteed investment contracts (GIC) are reported at contract value. Contract value represents contributions plus interest at the contract rate, less funds used to pay withdrawals and administration expenses. The Plan invests in mutual funds managed by Putnam Management Company, Inc. The investments in mutual funds are reported at fair value, which is based on quotations obtained from national securities exchanges. The Plan also invests in shares of Harman International Industries, Incorporated (the Company) common stock. The fair value of the Company stock is determined based on quotations obtained from national securities exchanges. The assets of the Participant Loan Fund represent loans to certain participants (note 2) and are carried at outstanding loan balance, which approximates fair value. Securities transactions are recorded on the trade-date basis. Net appreciation or depreciation resulting from revaluation of investments to fair value is reflected in the statements of changes in net assets available for Plan benefits and includes investments bought, sold, as well as held during the year. Dividend income is recorded on the ex-dividend date. Investments are principally managed by the Plan's trustee, Putnam Fiduciary Trust Company. (c) Administrative Expenses Administrative expenses of the Plan are principally paid by the Plan. (d) 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. 6 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Notes to Financial Statements (continued) June 26, 1999 and 1998 (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). 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. 7 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Notes to Financial Statements (continued) June 26, 1999 and 1998 (c) Investment Options Plan participants direct contributions in any increment in any of 13 investment options. The options consist of the Harman International Industries, Incorporated Common Stock, the Putnam Stable Value Fund, which is invested in high quality GIC and the following mutual funds: The Putnam Fund for Growth and Income - Invests in common stocks with appreciation potential as well as current dividend payouts. The George Putnam Fund of Boston - Invests in stock and bonds to balance current return with long-term growth potential. The Putnam Investors Fund - Invests primarily in the stocks of well established companies that provide opportunity for growth over time. The Putnam Voyager Fund - Invests primarily in the stocks of small, high growth companies with capital appreciation potential rather than those that pay current dividends. The Putnam OTC Fund - Invests primarily in over-the-counter stocks of small to medium sized emerging growth companies. The Putnam Diversified Income and Trust Fund - Invests in a combination of U.S. Government, high yield and international bonds. The Putnam Overseas Growth Fund - Invests in a diversified portfolio of stocks of companies located outside North America. The Putnam New Opportunities Fund - Invests primarily in the stocks of certain emerging industry groups that offer above-average long-term growth potential. The Putnam Asset Allocation Growth Fund - Invests among different types of stock with some investments in bonds and money market funds. The Putnam Asset Allocation Balanced Fund - Invests in stocks and bonds to balance between the relative stability of bonds and the fluctuation of stocks. The Putnam Asset Allocation Conservative Fund - Invests in investment-grade bonds designed to reduce overall risk, while a portion remains in stocks to help investments stay ahead of inflation. (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. 8 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Notes to Financial Statements (continued) June 26, 1999 and 1998 (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 $1,171,817 and $1,195,988 for the years ended June 26, 1999 and 1998, 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. Effective June 27, 1997, the amount of a participant's account, which may be distributed without his or her consent, was raised to $5,000 from $3,500. (3) Investments Investments in any single entity which represent 5% or more of the fair value of net assets available for benefits at June 26, 1999 and 1998 are as follows: Description Fair value 1999: The Putnam Fund for Growth and Income $ 24,799,248 Putnam Voyager Fund 20,225,308 George Putnam Fund of Boston 7,864,121 Putnam Stable Value Fund, which is invested in contracts with various companies, maturity dates ranging from January 15, 1999 through December 15, 2003, and interest rates ranging from 4.7% to 8.3% 27,355,861 Harman International Industries, Incorporated common stock (165,474 shares) 7,342,920 Putnam New Opportunities Fund 8,509,696 9 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Notes to Financial Statements (continued) June 26, 1999 and 1998 Description Fair value 1998: The Putnam Fund for Growth and Income $ 23,658,142 Putnam Voyager Fund 17,304,275 George Putnam Fund of Boston 7,468,023 Putnam Stable Value Fund, which is invested in contracts with various companies, maturity dates ranging from March 28, 1996 through May 1, 2001, and interest rates ranging from 4.4% to 8.4% 23,359,736 Harman International Industries, Incorporated common stock (198,164 shares) 7,654,103 Putnam New Opportunities Fund 6,925,659 (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) Commitments and Reconciliation to Form 5500 Included in net assets available for Plan benefits in the accompanying financial statements is $1,863,172 and $3,648,490 at June 26, 1999 and 1998, 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: 1999 1998 Net assets per financial statements $107,034,437 96,453,130 Benefits payable (1,863,172) (3,648,490) Rounding - - Net assets per Form 5500 $105,171,265 92,804,640 10 Schedule 1 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Line 27a - Schedule of Investments Held at End of Plan Year June 26, 1999
Description of investment, including maturity date, Identity of issuer, rate of interest, par or borrower or similar party maturity date Cost Current value *Putnam Asset Allocation Growth Fund 25,295 units $ 335,986 358,689 * Putnam Asset Allocation Balanced Fund 16,614 units 197,116 202,690 * Putnam Asset Allocation Conservative Fund 21,228 units 220,084 220,777 * Putnam Stable Value Fund Invested in contracts with various companies, maturity dates ranging from January 15, 1999 through December 15, 2003 and interest rates ranging from 4.7% to 8.3% 27,355,861 27,355,861 * George Putnam Fund of Boston 424,170 units 7,065,449 7,864,121 * Putnam Voyager Fund 848,021 units 14,425,609 20,225,308 * The Putnam Fund for Growth and Income 1,137,580 units 19,884,181 24,799,248 * Putnam Investors Fund 219,090 units 2,932,206 3,380,553 * Putnam OTC Fund 88,831 units 1,437,394 1,615,843 * Putnam Diversified Income and Trust Fund 44,907 units 538,066 494,879 * Putnam Overseas Growth Fund 72,517 units 1,317,784 1,561,282 * Harman International Industries, Incorporated common stock 165,475 shares 5,888,249 7,342,920 * New Opportunities Fund 137,231 units 6,621,381 8,509,696 * Putnam Money Market Fund 293,664 units 293,664 293,664 Participant loans 8.5% interest - 416 $88,513,030 104,225,947
* Party in interest investment. See accompanying independent auditors' report. 11 Schedule 2 HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Line 27d - Schedule of Reportable Transactions Year ended June 26, 1999
Expenses Description of Purchase Selling Incurred with Description of asset transactions Price Price Transaction The Putnam Fund for Growth and Income Purchases $5,378,679 - - Sales - 4,990,919 - Putnam Voyager Fund Purchases 5,133,199 - - Sales - 3,829,225 - Putnam New Opportunities Fund Purchases 3,445,849 - - Sales - 2,594,391 - Harman International Industries, Incorporated common stock Purchases 5,266,294 - - Sales - 7,000,057 - Putnam Stable Value Fund Purchases 13,037,749 - - Sales - 9,045,231 -
Schedule 2 (continued) HARMAN INTERNATIONAL INDUSTRIES, INCORPORATED RETIREMENT SAVINGS PLAN Line 27d - Schedule of Reportable Transactions Year ended June 26, 1999
Current value of Description of Cost of asset on Net gain or Description of asset transactions Asset trade date (loss) The Putnam Fund for Growth and Income Purchases 5,378,679 5,378,679 - Sales 4,357,538 4,990,919 633,381 Putnam Voyager Fund Purchases 5,133,199 5,133,199 - Sales 3,159,695 3,829,225 669,530 Putnam New Opportunities Fund Purchases 3,445,849 3,445,849 - Sales 2,250,363 2,594,391 344,028 Harman International Industries, Incorporated common stock Purchases 5,266,294 5,266,294 - Sales 6,568,284 7,000,057 431,773 Putnam Stable Value Fund Purchases 13,037,749 13,037,749 - Sales 9,045,231 9,045,231 -
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