HARDINGE INC
8-K, 1998-05-11
MACHINE TOOLS, METAL CUTTING TYPES
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                       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): April 28, 1998



                                 HARDINGE INC.
               --------------------------------------------------
               (Exact name of registrant as specified in charter)


           New York                      0-15760                 16-0470200
- ----------------------------        ----------------         ------------------
(State or other jurisdiction        (Commission File           (IRS Employer
     of incorporation)                   Number)             Identification No.)




                     One Hardinge Drive, Elmira, N.Y. 14902
               --------------------------------------------------
               (Address of principal executive offices (Zip Code)


       Registrant's telephone number, including area code: (607) 734-2281


                                       1


<PAGE>

Item 5.   Other Events

          On April 28, 1998, the Board of Directors approved a three-for-two
split of the Company's common stock to be paid in the form of a 50 percent stock
dividend. The resolution provides that each two outstanding shares will be
converted into three shares of Hardinge common stock with a par value of $.01
per share. The date of record for shareholders entitled to additional shares is
May 8, 1998, and payment of the additional shares is to take place on May 29,
1998. As a result of the split, approximately 3,281,351 additional shares of
common stock will be issued on May 29, 1998. Any fractional shares created by
the split will be paid in cash on May 29, 1998.


Item 7.   Financial Statements and Exhibits

          (a)  Not applicable

          (b)  Not applicable

          (c)  Exhibits 

               99   Press release issued by registrant on April 28, 1998.


                                       2

<PAGE>

                                   SIGNATURE


          Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed by the undersigned
hereunto duly authorized.


                             HARDINGE INC.
                             (Registrant)



                             By:  /s/ Malcolm L. Gibson
                                 -------------------------------------------
                                      Malcolm L. Gibson
                                      Executive Vice President, Chief Financial
                                      Officer and Assistant Secretary 
                                      (Principal Financial Officer)


Dated: May 8, 1998


                                       3

<PAGE>


                               Index to Exhibits


Exhibit No.

  99            Press release dated April 28, 1998




                                                                      Exhibit 99


                                 PRESS RELEASE


<TABLE>
<CAPTION>
AT THE COMPANY:                      AT THE FIANCIAL RELATIONS BOARD:
- ---------------                      --------------------------------
<S>                                  <C>
Malcolm L. Gibson                    For General Info: Jerry Meyer (212) 661-8030
Executive VP & CFO                   For Analyst Info: John McNamara (212) 661-8030
(607) 734-2281                       For Media Info: Claudine Cornelis (212) 661-8030

FOR IMMEDIATE RELEASE
- ---------------------
April 28, 1998
</TABLE>

                  HARDINGE BOARD APPROVES 3-FOR-2 COMMON STOCK
                   SPLIT, DECLARES REGULAR QUARTERLY DIVIDEND

ELMIRA, N.Y., April 28, 1998--The Board of Directors of Hardinge Inc. (Nasdaq:
HDNG), a leading producer of machine tools, has approved a three-for-two split
of the company's common shares to be paid in the form of a 50 percent stock
dividend.

       A resolution approved today by the Board provides that each two
outstanding shares will be converted into three shares of Hardinge common stock
with a par value of $0.01 per share. The date of record for shareholders
entitled to additional shares is May 8, 1998, and payment of the additional
shares is to take place on May 29.

       Hardinge currently has 6,535,039 common shares outstanding. The number
will be approximately 9,802,558 after the distribution.

       Robert E. Agan, chairman, president and chief executive officer, said
the Board's decision is a reflection of the company's continuing growth, which
has taken net sales from $98 million in 1993 to $247 million in 1997 and net
income from $5.2 million to $17.9 million over the same five-year period.

       "This action is also an indication of confidence in Hardinge's
outlook," Mr. Agan said, "It offers the advantage of increased liquidity for our
stock, with the increased number of shares helping to make the stock available
to a wider range of investors."

<PAGE>

Hardinge Inc.
Page 2

       The Board also declared a regular quarterly dividend of $0.14 per
post-split share, payable on June 10, 1998 to shareholders of record as of 
June 2.

       Hardinge Inc., founded more than 100 years ago, is an international
leader in the machine tool industry. The company designs and manufactures
computer-numerically-controlled metal-cutting lathes, machining centers,
grinding machines and electrical discharge machines as well as related tooling
and accessories for customers in a broad range of industries around the world.
The company's common stock trades on Nasdaq under the symbol HDNG.

       To receive additional information on Hardinge Inc., via fax at no
charge, dial 1-800-PRO-INFO and enter code HDNG.


                                      ###


This news release 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 risk, because actual results could differ
materially from those projected. Among the many factors that could cause actual
results to differ from those set forth in the forward-looking statements are
changes in general economic conditions in the U.S. or internationally, actions
taken by customers or competitors, the receipt of more or fewer orders than
expected, and changes in the cost of materials. The company undertakes no
obligation to revise its forward-looking statements if unanticipated events
alter their accuracy.




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