UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): February 18, 2010

 

Hardinge Inc.

(Exact name of Registrant as specified in its charter)

 

New York

 

000-15760

 

16-0470200

(State or other jurisdiction of

 

Commission file number

 

(I.R.S. Employer

incorporation or organization)

 

 

 

Identification No.)

 

One Hardinge Drive Elmira, NY 14902

(Address of principal executive offices)  (Zip code)

 

(607) 734-2281

(Registrant’s telephone number including area code)

 

N/A

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 

Item 2.02  Results of Operations and Financial Condition

 

On February 18, 2010 Hardinge Inc. (“Company”) issued a press release announcing the Company’s fourth quarter and full year 2009 results. The press release also announced that on February 16, 2010, the Board of Directors declared a cash dividend of $0.005 per share on the Company’s common stock. The dividend is payable March 10, 2010 to stockholders of record as of March 1, 2010. A copy of the press release is included as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 8.01  Other Events

 

On February 18, 2010 the Company issued a press release announcing that the Company’s Board of Directors unanimously rejected an unsolicited proposal by Indústrias Romi S.A. to acquire all of the outstanding shares of the Company for $8.00 per share.   A copy of the press release is included as Exhibit 99.2 to this Current Report on Form 8-K.

 

Item 9.01  Financial Statements and Exhibits

 

99.1

 

Press release issued by registrant on February 18, 2010 announcing preliminary fourth quarter and full year 2009 results.

99.2

 

Press release issued by registrant on February 18, 2010 announcing the Company’s rejection of the proposal from Indústrias Romi S.A.

 

2


 

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.

 

 

Date:

 

By:

/s/ Edward J. Gaio

February 18, 2010

 

Edward J. Gaio

 

 

Vice President and Chief Financial Officer