Hardinge Responds to Romi Press Release
21 Maio 2010 - 2:13PM
Business Wire
Hardinge Inc. (NASDAQ: HDNG) (“Hardinge”) today issued the
following statement in response to the press release issued today
by Indústrias Romi S.A. (Bovespa: ROMI3) (“Romi”), regarding Romi’s
tender offer, which the Hardinge Board has unanimously determined
to be highly inadequate and opportunistic:
“The statement from Romi is disingenuous. We have met with Romi
in the past and always been clear with them on our views on
Hardinge’s valuation and its prospects as the economy improves. In
our view their ‘best and final’ $10.00 offer does not reflect full
and fair value for Hardinge. Romi, which started at $8.00 at a
highly opportunistic moment in time, has given us no sense that
they are willing to get to the kind of values that our shareholders
deserve. Given that Romi does not appear serious about a
transaction that does anything but secure upside for itself that
rightly belongs to Hardinge shareholders, we believe it would be
inappropriate to share potentially sensitive competitive
information with them. Our board continues to strongly recommend
that Hardinge shareholders not tender their shares to Romi.”
Jefferies & Company, Inc. is acting as financial advisor to
Hardinge and Wachtell, Lipton, Rosen & Katz is providing legal
advice. Questions and requests for assistance regarding the tender
offer may be directed to Hardinge’s Information Agent, Okapi
Partners LLC, toll-free at (877) 279-2311.
About Hardinge Inc.
Hardinge is a global designer, manufacturer and distributor of
machine tools, specializing in SUPER PRECISION™ and precision CNC
Lathes, high performance Machining Centers, high-end cylindrical
and jig Grinding Machines, and technologically advanced Workholding
& Rotary Products. The Company’s products are distributed to
most of the industrialized markets around the world with
approximately 70% of the 2009 sales outside of North America.
Hardinge has a very diverse international customer base and serves
a wide variety of end-user markets. This customer base includes
metalworking manufacturers which make parts for a variety of
industries, as well as a wide range of end users in the aerospace,
agricultural, transportation, basic consumer goods, communications
and electronics, construction, defense, energy, pharmaceutical and
medical equipment, and recreation industries, among others. The
Company has manufacturing operations in the United States,
Switzerland, Taiwan, and China. Hardinge’s common stock trades on
NASDAQ Global Select Market under the symbol, “HDNG.” For more
information, please visit http://www.hardinge.com.
This news release contains forward-looking statements (within
the meaning of Section 27A of the Securities Act of 1933, as
amended and Section 21E of the Securities Exchange Act of 1934, as
amended). Such statements are based on management’s current
expectations that involve risks and uncertainties. Any statements
that are not statements of historical fact or that are about future
events may be deemed to be forward-looking statements. For example,
words such as "may," "will," "should," "estimates," "predicts,"
"potential," "continue," "strategy," "believes," "anticipates,"
"plans," "expects," "intends," and similar expressions are intended
to identify forward-looking statements. Hardinge’s actual results
or outcomes and the timing of certain events may differ
significantly from those discussed in any forward-looking
statements due to a variety of factors, including those described
in Hardinge’s SEC reports, including its March 15, 2010 Form 10-K
and May 7, 2010 Form 10-Q. Except as required by law, Hardinge
undertakes no obligation to publicly update any forward-looking
statement, whether as a result of new information, future events,
or otherwise. Hardinge notes that forward-looking statements made
in connection with a tender offer are not subject to the safe
harbors created by the Private Securities Litigation Reform Act of
1995. Hardinge is not waiving any other defenses that may be
available under applicable law.
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