UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended DECEMBER 29, 1996
-------------------------------------------------
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 0-14709
-----------------------------------------
HUTCHINSON TECHNOLOGY INCORPORATED
-------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
MINNESOTA 41-0901840
- ------------------------------- -----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
40 WEST HIGHLAND PARK, HUTCHINSON, MINNESOTA 55350
-------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
(320) 587-3797
-------------------------------------------------------------------
(Registrant's telephone number, including area code)
-------------------------------------------------------------------
(Former name, address or fiscal year, if changed since last report)
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 preceeding 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
--------- ---------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
As of January 31, 1997 the registrant had 5,485,365 shares of Common Stock
issued and outstanding.
- --------------------------------------------------------------------------------
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
HUTCHINSON TECHNOLOGY INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS - UNAUDITED
(Dollars in thousands)
December 29, September 29,
1996 1996
------------- -------------
ASSETS
Current assets:
Cash and cash equivalents $54,482 $22,884
Securities available for sale 3,169 3,064
Trade receivables, net 58,672 46,803
Other receivables 13,821 9,475
Inventories 15,383 17,235
Prepaid taxes and other expenses 9,333 9,204
------------- -------------
Total current assets 154,860 108,665
Property, plant and equipment, net 125,869 121,706
Other assets 8,803 8,612
------------- -------------
$289,532 $238,983
------------- -------------
------------- -------------
LIABILITIES AND SHAREHOLDERS' INVESTMENT
Current liabilities:
Current maturities of long-term debt $5,760 $5,760
Accounts payable and accrued expenses 28,488 23,008
Accrued compensation 20,654 12,187
Accrued income taxes 7,215 5,608
------------- -------------
Total current liabilities 62,117 46,563
Long-term debt 76,845 53,185
Other long-term liabilities 5,533 5,551
Shareholders' investment:
Common stock, $.02 par value, 15,000,000 shares authorized,
5,458,000 and 5,452,000 issued and outstanding 109 109
Additional paid-in capital 43,634 43,398
Retained earnings 101,294 90,177
------------- -------------
Total shareholders' investment 145,037 133,684
------------- -------------
$289,532 $238,983
------------- -------------
------------- -------------
See accompanying notes to condensed consolidated financial statements.
HUTCHINSON TECHNOLOGY INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - UNAUDITED
(In thousands, except per share data)
Thirteen Weeks Ended
-------------------------------
-------------------------------
December 29, December 24,
1996 1995
------------ ------------
Net sales $106,906 $83,332
Cost of sales 75,794 61,888
------------ ------------
Gross profit 31,112 21,444
Research and development
expenses 5,739 9,053
Selling, general and
administrative expenses 10,918 8,563
------------ ------------
Income from operations 14,455 3,828
Other income 306 321
Interest expense (858) (480)
------------ ------------
Income before income taxes 13,903 3,669
Provision for income taxes 2,786 807
------------ ------------
Net income $11,117 $2,862
------------ ------------
------------ ------------
Net income per common
and common equivalent share $1.97 $.51
------------ ------------
------------ ------------
Weighted average common and
common equivalent shares outstanding 5,629 5,623
See accompanying notes to condensed consolidated financial statements.
HUTCHINSON TECHNOLOGY INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED
(Dollars in thousands)
Thirteen Weeks Ended
--------------------------------
--------------------------------
December 29, December 24,
1996 1995
------------ ------------
Operating activities:
Net income $11,117 $2,862
Adjustments to reconcile net income to
cash provided by operating activities:
Depreciation and amortization 9,559 7,435
Deferred tax benefit (296) (2,911)
Loss on disposal of assets 48 103
Change in operating assets and liabilities (Note 5) 1,874 5,429
------------ ------------
Cash provided by operating activities 22,302 12,918
------------ ------------
Investing activities:
Capital expenditures (8,491) (14,594)
Increase in other receivables (6,005) -
Sales of securities - 964
Purchases of securities (105) (1,814)
------------ ------------
Cash used for investing activities (14,601) (15,444)
------------ ------------
Financing activities:
Repayments of long-term debt (1,339) (1,340)
Proceeds from issuance of long-term debt 25,000 -
Net proceeds from issuance of common stock 236 21
------------ ------------
Cash provided (used) for financing activities 23,897 (1,319)
------------ ------------
Net increase (decrease) in cash and cash equivalents 31,598 (3,845)
Cash and cash equivalents at beginning of period 22,884 30,479
------------ ------------
Cash and cash equivalents at end of period $54,482 $26,634
------------ ------------
------------ ------------
See accompanying notes to condensed consolidated financial statements.
HUTCHINSON TECHNOLOGY INCORPORATED
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED
(Dollars in thousands)
(1) ACCOUNTING POLICIES
The condensed consolidated financial statements have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. The information furnished in the condensed
consolidated financial statements include normal recurring adjustments and
reflect all adjustments which are, in the opinion of management, necessary for a
fair presentation of such financial statements. Certain information and footnote
disclosures normally included in 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 make the information presented not misleading, it is
suggested that these condensed consolidated financial statements be read in
conjunction with the financial statements and the notes thereto included in the
Company's latest Annual Report on Form 10-K. The quarterly results are not
necessarily indicative of the actual results that may occur for the entire
fiscal year.
(2) BUSINESS AND CUSTOMERS
The Company is the world's leading supplier of suspension assemblies for
rigid disk drives. Suspension assemblies hold the recording heads in
position above the spinning magnetic disks in the drive and are critical to
maintaining the necessary microscopic clearance between the head and disk.
The Company developed its leadership position in suspension assemblies
through research, development and design activities coupled with a
substantial investment in manufacturing technologies and equipment. The
Company is focused on continuing to develop suspension assemblies which
address the rapidly changing requirements of the rigid disk drive industry.
The Company also is evaluating product opportunities in the medical devices
market but does not expect any medical-related revenues in fiscal 1997. A
breakdown of customer sales is as follows:
Thirteen Weeks Ended
-----------------------------
December 29, December 24,
Percentage of Net Sales 1996 1995
- ----------------------- ----------- ------------
Five Largest Customers 86% 90%
Seagate Technology Incorporated 36 33
Yamaha Corporation 14 15
SAE Magnetics, Ltd./TDK 13 16
Read-Rite Corporation 13 19
IBM 10 7
(3) INVENTORIES
All inventories are stated at the lower of last-in, first-out (LIFO) cost or
market. Inventories consisted of the following:
December 29, September 29,
1996 1996
------------ -------------
Raw materials $4,064 $4,137
Work in process 6,178 5,558
Finished goods 5,431 7,830
LIFO reserve (290) (290)
------------- --------------
$15,383 $17,235
------------- --------------
------------- --------------
(4) INCOME TAXES
The following table details the significant components of the Company's deferred
tax assets as of December 29, 1996:
December 29, September 29,
1996 1996
------------ -------------
Current deferred tax assets:
Sales and accounts receivables $1,107 $873
Inventories 5,339 5,419
Accruals and other reserves 2,481 2,367
------------ -------------
Total current deferred tax assets 8,927 8,659
Long-term deferred tax assets (liabilities):
Property, plant and equipment 4,037 3,753
Accruals and other reserves 2,050 2,146
Tax credits 2,657 2,738
Valuation allowance (657) (738)
----------- -----------
Total long-term deferred tax assets 8,087 7,899
----------- -----------
Total deferred tax assets $17,014 $16,558
----------- -----------
----------- -----------
The following table lists the types of tax credits available to the Company, and
their expiration dates:
Year of
Carryforward Amount Expiration
- ------------ -------- -------------------
Alternative minimum tax $2,657 Does not expire
The Company determined that the realization of this tax credit did
not meet the recognition criteria under Statement of Financial Accounting
Standards No. 109 ("SFAS 109"), "Accounting for Income Taxes", and, accordingly,
a valuation allowance has been established.
(5) SUPPLEMENTARY CASH FLOW INFORMATION
Thirteen Weeks Ended
---------------------------
December 29, December 24,
1996 1995
------------ ------------
Changes in operating assets and liabilities:
Receivables, net ($10,210) ($5,144)
Inventories 1,852 (2,766)
Prepaid taxes and other expenses 139 249
Accounts payable and accrued liabilities 10,111 8,090
Other noncurrent liabilities (18) 5,000
------------ ------------
$1,874 $5,429
------------ ------------
------------ ------------
Cash paid for:
Interest (net of amount capitalized) $116 $191
Income taxes 1,569 1,236
Capitalized interest for the thirteen weeks ended December 29, 1996 was $455,000
compared to $258,000 for the comparable period in fiscal 1996.
(6) SUBSEQUENT EVENT
On January 20, 1997, the Company announced that the Board of Directors
declared a three-for-one stock split of the Company's common stock, effective
at the close of business on February 11, 1997, for shareholders of record at
the close of business on January 31, 1997. Common share and earnings per
share amounts in the accompanying condensed consolidated financial statements
have not been retroactively adjusted to reflect the stock split. The
consolidated financial statements for the fiscal year ending September 28,
1997 will include retroactively adjusted amounts. The earnings per common
share, assuming the stock split was applied retroactively, would be $.66 and
$.17 for the thirteen weeks ended December 29, 1996 and December 24, 1995,
respectively.
HUTCHINSON TECHNOLOGY INCORPORATED
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
RESULTS OF OPERATIONS
THIRTEEN WEEKS ENDED DECEMBER 29, 1996 VS. THIRTEEN WEEKS ENDED DECEMBER 24,
1995.
Net sales for the thirteen weeks ended December 29, 1996 were $106,906,000,
an increase of $23,574,000 or 28% compared to the comparable period in fiscal
1996. This increase was attributable primarily to increased suspension
assembly volume.
Gross profit for the thirteen weeks ended December 29, 1996 was $31,112,000,
an increase of $9,668,000 or 45% compared to the comparable period in fiscal
1996, and gross profit as a percent of net sales increased from 26% to 29%,
primarily due to higher sales volume and improved manufacturing efficiencies.
Research and development expenses for the thirteen weeks ended December 29,
1996 were $5,739,000 compared to $9,053,000 for the thirteen weeks ended
December 24, 1995. The expenses for the first quarter of fiscal 1996 included
a $5,500,000 charge related to the technology sharing agreement with IBM.
Excluding the charge, research and development expenses for the fiscal 1997
period increased mainly due to increased development efforts on
TSA-TM-suspensions.
Selling, general and administrative expenses for the thirteen weeks ended
December 29, 1996 were $10,918,000, an increase of $2,355,000 or 28% compared
to the comparable period in fiscal 1996. The increased expenses were due
primarily to a $1,451,000 increase in labor expenses and increased profit
sharing expenses of $1,136,000. As a percent of net sales, selling, general
and administrative expenses remained at 10%.
Interest expense for the thirteen weeks ended December 29, 1996 increased
$378,000 from the comparable period in fiscal 1996, primarily due to higher
average outstanding debt.
The income tax provision for the thirteen weeks ended December 29, 1996 was
based on an estimated effective tax rate for the fiscal year of 20% which was
below the statutory federal rate primarily due to the large portion of sales
that qualifies for the benefit of the Company's Foreign Sales Corporation.
Net income for the thirteen weeks ended December 29, 1996 was $11,117,000, an
increase of $8,255,000 compared to the comparable period in fiscal 1996. As a
percent of net sales, net income increased from 3% to 10% primarily due to
the higher sales volume, improved manufacturing efficiencies and decreased
research and development expenses, noted above.
LIQUIDITY AND CAPITAL RESOURCES
The Company's principal sources of liquidity are cash flow from operations,
cash balances and additional financing capacity. The Company's cash and cash
equivalents increased to $54,482,000 at December 29, 1996 compared to
$22,884,000 at September 29, 1996. The Company generated cash from operating
activities of $22,302,000 for the thirteen weeks ended December 29, 1996.
Cash used for capital expenditures totaled $8,491,000 for the thirteen weeks
ended December 29, 1996, a decrease of $6,103,000 from the comparable period
in fiscal 1996. The expenditures for the first quarter of fiscal 1997 were
primarily for manufacturing and support equipment and construction costs of a
photoetch facility at the Company's Eau Claire site. The Company anticipates,
but is not contractually committed to, fiscal 1997 expenditures of
approximately $100,000,000 primarily for manufacturing and support equipment
and construction of the Company's Eau Claire photoetch facility.
Financing of these capital expenditures will be principally from cash
generated from operations, cash and cash equivalents and additional financing
capacity.
During the fourth quarter of fiscal 1996, the Company completed a $50,000,000
private debt placement, of which $25,000,000 was issued in July 1996 as senior
unsecured notes having a fixed rate of 7.85%, annual principal payments of
$8,333,000 beginning on July 26, 2001 and maturing in July 2003. The Company
issued the remaining $25,000,000 during the first quarter of fiscal 1997 as a
senior unsecured note having a fixed rate of 8.07%, annual principal payments of
$4,167,000 beginning on November 26, 2001 and maturing in November 2006.
During the first quarter of fiscal 1997, the Company signed a Master Lease
Agreement for up to $25,000,000 with General Electric Capital Corporation.
The agreement provides for leasing of various manufacturing equipment in
fiscal 1997 for a noncancellable term of four years with various alternatives
at the end of the lease term.
The Company established a $25,000,000 unsecured credit facility with The First
National Bank of Chicago during the first quarter of fiscal 1996. At December
29, 1996, the Company had a letter of credit under this facility of $1,625,000
as security for its variable rate demand note with the City of Hutchinson. The
Company's financing agreements contain various restrictive covenants. As of
December 29, 1996, the Company was in compliance with all such covenants.
The Company believes that cash generated from operations, cash and cash
equivalents, existing lending facilities and available financing capacity
will be sufficient to meet the Company's current and long-term liquidity,
debt installments and capital requirements.
MARKET TRENDS AND CERTAIN CONTINGENCIES
The Company expects that the expanding use of smaller computers, increasingly
complex software and the emergence of new applications for disk storage that
have contributed to the historical year-to-year increases in disk drive
production will continue for the foreseeable future. The Company also believes
demand for disk drives will continue to be subject, as it has in the past, to
rapid short-term changes resulting from, among other things, changes in disk
drive inventory levels, responses to competitive price changes and unpredicted
high or low market acceptance of new drive models.
As in past years, disk drives continue to be the storage device of choice for
applications requiring low access times and higher capacities because of their
speed and low cost per megabyte of stored data. The cost of storing data on
disk drives continues to decrease primarily due to increasing areal density, the
amount of data which can be stored on magnetic disks. Improvements in areal
density have been attained by lowering the fly height of the read/write head,
using smaller read/write heads and using new read/write head types such as those
of magneto-resistive (MR) design. The move to MR heads, which require more
electrical leads, and the transition to smaller or pico-sized heads, may compel
drive manufacturers to use newer suspension technologies, such as the Company's
TSA-TM- suspensions. Although customer interest in TSA-TM- suspensions is
growing, the Company expects that conventional suspensions will make up a
majority of its shipments for the next couple years.
The introduction of new types or sizes of read/write heads and new disk drive
designs tends to decrease customers' yields with the result that the Company may
experience temporary elevations of demand for some types of suspension
assemblies. The advent of new heads and new drive designs may require the
Company to rapidly develop and manufacture new suspension types which
temporarily may reduce the
Company's manufacturing yields and efficiencies. There can be no assurance that
such changes will not continue to affect the Company.
The Company generally experiences declining selling prices due to product
maturity and competitive pricing pressures. These forces may be temporarily
offset when the Company's new products, having initially higher selling prices,
enter the market.
The statements above under the heading "Market Trends and Certain
Contingencies" about demand for disk drives and suspension assemblies,
including TSA-TM-suspensions, manufacturing yields and selling prices, and
the statements under the heading "Liquidity and Capital Resources" about
anticipated capital expenditures and capital resources, are forward-looking
statements based on current expectations. These statements are subject to
risks and uncertainties, including slower or faster acceptance of its new
products, difficulties in producing its TSA-TM- suspensions, difficulties in
expanding capacity and those discussed above. These factors may cause the
Company's actual future results to differ materially from historical earnings
and from the financial performance of the Company presently anticipated.
The Company and certain users of the Company's products have from time to
time received, and may in the future receive, communications from third
parties asserting patents against the Company or its customers which may
relate to certain of the Company's manufacturing equipment or products or to
products which include the Company's products as a component. Although the
Company has not been a party to any material intellectual property
litigation, certain of its customers have been sued on patents having claims
closely related to products sold by the Company. In the event that any third
party were to make a valid infringement claim and a license were not
available on terms acceptable to the Company, the Company's operating results
could be adversely affected. The Company expects that, as the number of
patents issued continues to increase, and as the Company grows, the volume of
intellectual property claims could increase.
The Company is a party to certain other claims arising in the ordinary course
of business. In the opinion of management, the outcome of such claims will
not materially affect the Company's current or future financial position or
results of operations.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
A) EXHIBITS.
3.1 Restated Articles of Incorporation of the Company (incorporated by
reference to Exhibit 3.1 to Registration Statement No. 2-98270), as
amended by Articles of Amendment dated January 27, 1988 (incorporated by
reference to Exhibit 4.1 to the Company's Quarterly Report on Form 10-Q
for the quarter ended December 27, 1987, File No. 0-14709) and as
amended by Articles of Amendment dated January 21, 1997.
3.2 Restated By-Laws of the Company.
4.1 Instruments defining the rights of security holders, including an
indenture. The Registrant agrees to furnish the Securities and Exchange
Commission upon request copies of instruments with respect to long-term
debt.
4.2 Note Purchase Agreement dated as of April 20, 1994, providing for the
placement of $20,000,000 of senior unsecured notes with Teachers Insurance
and Annuity Association of America (incorporated by reference to Exhibit
4.10 to the Company's Quarterly Report on Form 10-Q for the quarter ended
March 27, 1994, File No. 0-14709) and Amendment dated as of March 15, 1996
(incorporated by reference to Exhibit 4.2 to the Company's Quarterly
Report on Form 10-Q for the quarter ended March 24, 1996, File No.
0-14709).
4.3 Note Purchase Agreement dated as of April 20, 1994, providing for the
placement of $5,000,000 of senior unsecured notes with Central Life
Assurance Company (incorporated by reference to Exhibit 4.11 to the
Company's Quarterly Report on Form 10-Q for the quarter ended March 27,
1994, File No. 0-14709) and Amendment dated as of March 15, 1996
(incorporated by reference to Exhibit 4.3 to the Company's Quarterly
Report on Form 10-Q for the quarter ended March 24, 1996, File No. 0-
14709).
4.4 Note Purchase Agreement dated as of April 20, 1994, providing for the
placement of $5,000,000 of senior unsecured notes with Modern Woodmen of
America (incorporated by reference to Exhibit 4.12 to the Company's
Quarterly Report on Form 10-Q for the quarter ended March 27, 1994, File
No. 0-14709) and Amendment dated as of March 15, 1996 (incorporated by
reference to Exhibit 4.4 to the Company's Quarterly Report on Form 10-Q
for the quarter ended March 24, 1996, File No. 0-14709).
4.5 Credit Agreement between the Company and The First National Bank of
Chicago, dated as of December 8, 1995 (incorporated by reference to
Exhibit 4.5 to the Company's Quarterly Report on Form 10-Q for the quarter
ended December 24, 1995, File No. 0-14709), and First Amendment dated as
of June 22, 1996 (incorporated by reference to Exhibit 4.5 to the
Company's Quarterly Report on Form 10-Q for the quarter ended June 23,
1996, File No. 0-14709).
4.6 Note Purchase Agreement dated as of July 26, 1996, providing for the
placement of $15,000,000 of senior unsecured notes with Metropolitan
Insurance and Annuity Company (incorporated by reference to Exhibit 4.6 to
the Company's Annual Report on Form 10-K for the fiscal year ended
September 29, 1996, File No. 0-14709).
4.7 Note Purchase Agreement dated as of July 26, 1996, providing for the
placement of $10,000,000 of senior unsecured notes with Metropolitan Life
Insurance Company (incorporated by reference to Exhibit 4.7 to the
Company's Annual Report on Form 10-K for the fiscal year ended September
29, 1996, File No. 0-14709).
4.8 Note Purchase Agreement dated as of July 26, 1996, providing for the
placement of $25,000,000 of senior unsecured notes with Teachers Insurance
and Annuity Association of America (incorporated by reference to Exhibit
4.8 to the Company's Annual Report on Form 10-K for the fiscal year ended
September 29, 1996, File No. 0-14709).
10.1 Lease with Right of Refusal between Donald Wendorff and Laura Wendorff,
Lessors, and the Company, Lessee, dated September 6, 1995 (incorporated by
reference to Exhibit 10.2 to the Company's Annual Report on Form 10-K for
the fiscal year ended September 24, 1995, File No. 0-14709).
10.2 Office/Warehouse Lease between OPUS Corporation, Lessor, and the Company,
Lessee, dated December 29, 1995 (incorporated by reference to Exhibit 10.2
to the Company's Quarterly Report on Form 10-Q for the quarter ended March
24, 1996, File No. 0-14709), and First Amendment to Office/Warehouse Lease
dated April 30, 1996 (incorporated by reference to Exhibit 10.2 to the
Company's Quarterly Report on Form 10-Q for the quarter ended June 23,
1996, File No. 0-14709).
10.3 Building Lease dated April 1988 and Amendment to Building Lease dated
August 29, 1988 (incorporated by reference to Exhibit 10.9 to the
Company's Annual Report on Form 10-K for the fiscal year ended September
25, 1988, File No. 0-14709), Second Amendment to Building Lease dated as
of September 18, 1989, relating to the Company's Sioux Falls, South Dakota
facility (incorporated by reference to Exhibit 10.9 to the Company's
Annual Report on Form 10-K for the fiscal year ended September 30, 1990,
File No. 0-14709), Third Amendment to Building Lease dated September 19,
1991, relating to the Company's Sioux Falls, South Dakota facility
(incorporated by reference to Exhibit 10.9 to the Company's Annual Report
on Form 10-K for the fiscal year ended September 29, 1991, File No.
0-14709), Fourth Amendment to Commercial Lease dated September 29, 1992,
relating to the Company's Sioux Falls, South Dakota facility (incorporated
by reference to Exhibit 10.10 to the Company's Annual Report on Form 10-K
for the fiscal year ended September 27, 1992, File No. 0-14709), Fifth
Amendment to Commercial Lease dated February 11, 1993, relating to the
Company's Sioux Falls, South Dakota facility (incorporated by reference to
Exhibit 10.6 to the Company's Annual Report on Form 10-K for the fiscal
year ended September 24, 1995, File No. 0-14709), Sixth Amendment to
Commercial Lease dated February 17, 1995, relating to the Company's Sioux
Falls, South Dakota facility (incorporated by reference to Exhibit 10.6
to the Company's Annual Report on Form 10-K for the fiscal year ended
September 24, 1995, File No. 0-14709), and Seventh Amendment to
Commercial Lease dated April 1, 1995, relating to the Company's Sioux
Falls, South Dakota facility (incorporated by reference to Exhibit 10.6
to the
Company's Annual Report on Form 10-K for the fiscal year ended
September 24, 1995, File No. 0-14709).
10.4 Hutchinson Technology Incorporated 401-K Plan and related 401-K Trust
(incorporated by reference to Exhibit 10.10 to the Company's Annual Report
on Form 10-K for the fiscal year ended September 30, 1990, File No.
0-14709), and Amendment effective April 1, 1995 (incorporated by
reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q
for the quarter ended March 24, 1996, File No. 0-14709), and Amendment
effective April 1, 1996 (incorporated by reference to Exhibit 10.4 to the
Company's Quarterly Report on Form 10-Q for the quarter ended June 23,
1996, File No. 0-14709).
10.5 Directors' Retirement Plan effective as of January 1, 1992 (incorporated
by reference to Exhibit 10.12 to the Company's Annual Report on Form 10-K
for the fiscal year ended September 27, 1992, File No. 0-14709).
10.6 Description of Bonus Program for Key Employees of Hutchinson Technology
Incorporated (incorporated by reference to Exhibit 10.13 to the Company's
Annual Report on Form 10-K for the fiscal year ended September 27, 1992,
File No. 0-14709).
10.7 1988 Stock Option Plan (incorporated by reference to Exhibit 10.8 to the
Company's Annual Report on Form 10-K for the fiscal year ended September
25, 1988, File No. 0-14709), Amendment to the 1988 Stock Option Plan
(incorporated by reference to Exhibit 10.5 to the Company's Annual Report
on Form 10-K for the fiscal year ended September 26, 1993, File No.
0-14709), and Amendment to the 1988 Stock Option Plan (incorporated by
reference to Exhibit 10.5 to the Company's Quarterly Report on Form 10-Q
for the quarter ended March 26, 1995, File No. 0-14709).
*10.8 Technology Transfer and Development Agreement, effective as of September
1, 1994, between Hutchinson Technology Incorporated and International
Business Machines Corporation (incorporated by reference to Exhibit 10.10
to the Company's Quarterly Report on Form 10-Q/A for the quarter ended
June 25, 1995, File No. 0-14709), and Amendment dated December 11, 1995 to
the Technology Transfer and Development Agreement between International
Business Machines Corporation and Hutchinson Technology Incorporated
executed June 15, 1995 (incorporated by reference to Exhibit 10.8 to the
Company's Quarterly Report on Form 10-Q for the quarter ended December 24,
1995, File No. 0-14709).
*10.9 Patent License Agreement, effective as of September 1, 1994, between
Hutchinson Technology Incorporated and International Business Machines
Corporation (incorporated by reference to Exhibit 10.11 to the Company's
Quarterly Report on Form 10-Q/A for the quarter ended June 25, 1995, File
No. 0-14709).
10.10 Lease Agreement between Meridian Eau Claire LLC and Hutchinson
Technology Incorporated, dated May 1, 1996 (incorporated by reference to
Exhibit 10.10 to the Company's Quarterly Report on Form 10-Q for the
quarter ended June 23, 1996, File No. 0-14709).
10.11 Master Lease Agreement dated as of December 19, 1996 between General
Electric Capital Corporation, as Lessor, and Hutchinson Technology
Incorporated, as Lessee.
10.12 Hutchinson Technology Incorporated 1996 Incentive Plan.
11 Statement Regarding Computation of Net Income Per Share.
27 Financial Data Schedule.
B) REPORTS ON FORM 8-K.
A Current Report on Form 8-K was filed by the Company on October 1, 1996
which contained cautionary statements for purposes of the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995.
* Exhibits 10.8 and 10.9 contain portions for which confidential treatment
has been granted by the Securities and Exchange Commission.
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.
HUTCHINSON TECHNOLOGY INCORPORATED
Date: February 5, 1997 By /s/Wayne M. Fortun
-------------------- ------------------------------
Wayne M. Fortun
Chief Executive Officer and President
Date: February 5, 1997 By /s/John A. Ingleman
-------------------- ------------------------------
John A. Ingleman
Vice President, Chief Financial Officer
and Secretary
INDEX TO EXHIBITS
Exhibit
No. Page
--------- ----
3.1 Articles of Amendment of Restated Articles Electronically
of Incorporation Filed
3.2 Restated By-Laws of the Company Electronically
Filed
10.11 Master Lease Agreement between General Electric Electronically
Capital Corporation and Hutchinson Technology Filed
Incorporated
10.12 Hutchinson Technology Incorporated Electronically
1996 Incentive Plan Filed
11 Statement Regarding Computation of Net Income
Per Share Electronically
Filed
27 Financial Data Schedule Electronically
Filed