Attached files
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EX-10.7 - EX-10.7 - HARDINGE INC | a09-35256_1ex10d7.htm |
EX-10.3 - EX-10.3 - HARDINGE INC | a09-35256_1ex10d3.htm |
EX-10.1 - EX-10.1 - HARDINGE INC | a09-35256_1ex10d1.htm |
EX-10.4 - EX-10.4 - HARDINGE INC | a09-35256_1ex10d4.htm |
EX-10.2 - EX-10.2 - HARDINGE INC | a09-35256_1ex10d2.htm |
EX-10.6 - EX-10.6 - HARDINGE INC | a09-35256_1ex10d6.htm |
EX-10.5 - EX-10.5 - HARDINGE INC | a09-35256_1ex10d5.htm |
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, DC 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): December 10, 2009
Hardinge
Inc.
(Exact name of Registrant as specified in its charter)
New York |
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000-15760 |
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16-0470200 |
(State or other jurisdiction of |
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Commission file number |
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(I.R.S. Employer |
One
Hardinge Drive, Elmira, NY 14902
(Address of principal executive
offices) (Zip Code)
(607)
734-2281
(Registrants 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 1.01 Entry Into a Material Definitive Agreement.
New M&T Bank Revolving Credit Facility
On December 10, 2009, Hardinge Inc. (Hardinge or the Company) entered into a new credit facility with Manufacturers and Traders Trust Company (M&T Bank) pursuant to which M&T Bank extended a $10 million revolving credit facility to Hardinge. The credit facilitys interest is based on the one-month London Interbank Offered Rates (LIBOR) with a minimum interest rate of 5.5%. The credit facility matures on March 31, 2011.
This new credit facility is secured by substantially all of the Companys U. S. assets (exclusive of real property), a negative pledge on the Companys headquarters in Elmira, NY and a pledge of 66-2/3% of the Companys investment in Hardinge Holdings GmbH. The credit facility is guaranteed by Hardinge Technology Systems, Inc., a wholly-owned subsidiary of the Company and owner of the real property comprising the Companys world headquarters in Elmira, New York.
The new credit facility with M&T Bank does not include any financial covenants but does contain other customary representations, affirmative and negative covenants and events of default.
In March of 2009, the Company entered into an agreement with M&T for a 366 day $10.0 million term loan due March 16, 2010. Simultaneous with closing the new credit agreement , the Company used cash on hand generated from operating results to pay off the $8.4 million on this term loan with M&T Bank. There have been no borrowings drawn on the new credit facility.
Amendment Number One to Credit Suisse Agreement
On December 10, 2009, Kellenberger & Co. AG, an indirect wholly owned subsidiary of Hardinge Inc., incorporated under the laws of Switzerland, executed Amendment Number One to one of its Credit Agreements with Credit Suisse dated August 20, 2009. The unsecured credit facility provides for up to CHF 7,500,000, which can be used for: guarantees, documentary credit, or margin cover for foreign exchange hedging activity concluded by Credit Suisse with maximum terms of 12 months. This amendment clarifies that Kellenberger & Co. AG may use this extension of credit up to CHF 7,500,000, not only in Swiss Francs, but in Swiss Francs and/or in any other freely convertible foreign currencies.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 above, under the caption New M&T Revolving Credit Facility, is incorporated herein by reference.
Item 9.01(d) Exhibits.
Exhibits |
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Description |
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10.1 |
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Credit Agreement dated December 10, 2009 between Hardinge and M&T Bank. |
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10.2 |
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Revolving LIBOR Grid Note dated December 10, 2009 in the principal amount of $10,000,000. by Hardinge to M&T Bank. |
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10.3 |
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General Security Agreement dated December 10, 2009 by Hardinge in favor of M&T Bank. |
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10.4 |
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Pledge of Securities dated December 10, 2009 between Hardinge Inc. and M&T Bank. |
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10.5 |
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Negative Pledge Agreement dated December 10, 2009 by Hardinge Technology Systems, |
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Inc. in favor of M&T Bank. |
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10.6 |
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Post Closing Agreement dated December 10, 2009 by and among Hardinge, Hardinge Technology Systems, Inc., and M&T Bank. |
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10.7 |
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Amendment Number One, dated December 10, 2009 to the Credit Agreement dated as of August 20, 2009 between Kellenberger & Co. AG and Credit Suisse in the amount of CHF 7,500,000, incorporated by reference from the Registrants Current Report on Form 8-K filed with the Securities and Exchange Commission on August 26, 2009. |
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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.
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HARDINGE INC. |
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Registrant |
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Date: December 15, 2009 |
By: |
/S/ EDWARD J. GAIO |
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Edward J. Gaio |
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Vice President and Chief Financial Officer |
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(Principal Financial Officer) |
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Date: December 15, 2009 |
By: |
/S/ DOUGLAS J. MALONE |
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Douglas J. Malone |
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Corporate Controller and Chief Accounting Officer |
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(Principal Accounting Officer) |
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