28/6/10 – Romi Extends its Tender offer deadline to Hardinge Shareholders
28 June 2010
Romi S.A.leading Brazilian machinery and equipment company has extended its offer deadline to 14 July 2010. The company says that there has been a “significant increase in support from shareholders of Hardinge Inc” to its takeover bid. The current offer is to acquire all of the outstanding shares of Hardinge for US $10.00 per share in cash.
Romi manufactures machine tools, mainly lathes and machining centeres, plastic injection and blow molding machines for thermoplastics and parts made of grey, nodular or vermicular cast iron, which are supplied rough or machined. The company’s products and services are sold globally and used by a variety of industries, such as the automotive, general consumer goods and industrial and agricultural machinery and equipment industries.
"We are very encouraged by the increasing support from Hardinge shareholders even though the terms of our offer remain unchanged," said Livaldo Aguiar dos Santos, Chief Executive Officer of Romi. "Hardinge recently disclosed that competition has impacted margins and that it was lowering sales guidance for the second quarter of 2010, partly as a result of failures in supply chain management. This has reinforced our belief – and the beliefs of many Hardinge shareholders – that our all-cash offer is the best alternative available to Hardinge, offering shareholders immediate liquidity at a superior value to the Company’s stand-alone prospects.”
Further he says, "Almost half of Hardinge’s outstanding shares were tendered, demonstrating that a growing number of shareholders view the value and certainty represented by our offer as increasingly compelling and that we have a strong mandate from those shareholders to move forward," continued Mr. dos Santos. "It is time for the Hardinge Board and management team to listen to the views of Hardinge shareholders, carefully review the tender results, take down their aggressive takeover defenses and meet with Romi to negotiate a business combination.
"Our tender offer is gaining momentum and as we have said in our conversations with Hardinge shareholders, we are committed to seeing this transaction through to a successful completion as long as we continue to receive their support," concluded Mr. dos Santos.
The $10.00 per share all-cash offer represents a premium of 105% to Hardinge’s closing share price on December 14, 2009, when Romi first formally communicated to Hardinge its interest in pursuing a business combination. The offer is not subject to confirmatory due diligence or any financing condition and will be funded entirely from Romi’s internal resources.