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 - JULY 2, 2003
(Date of Earliest Event Reported)
HURCO COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Commission File No. 0-9143
Indiana 35-1150732
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(State of Incorporation) (I.R.S. Employer Identification No.)
One Technology Way
Indianapolis, Indiana 46268
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (317) 293-5309
Item 5. Other Events
The information set forth in the press release issued by Hurco
Companies, Inc. on July 2, 2003, attached hereto as Exhibit 99.1, is
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits.
99.1 Press Release of Hurco Companies, Inc., dated July 2, 2003.
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 hereunto duly authorized.
HURCO COMPANIES, INC.
By: /s/ Roger J. Wolf
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Name: Roger J. Wolf
Title: Senior Vice President and
Chief Financial Officer
Date: July 2, 2003
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release, dated July 2, 2003.
HURCO EXTENDS ODD LOT TENDER OFFER
INDIANAPOLIS--(BUSINESS WIRE)--July 2, 2003 . . . Hurco Companies, Inc.
(NASDAQ Symbol: HURC) today announced that the expiration date of its tender
offer for the purchase of all shares of its common stock held by persons owning
99 or fewer shares as of the close of business on June 2, 2003 has been extended
to 5:00 p.m., New York City time, on July 31, 2003. The offer had been scheduled
to expire at 5:00 p.m., New York City time, on Tuesday, July 1, 2003.
To date, the Company has received tenders of 1,291 shares of common
stock from 31 holders eligible to participate in the offer.
The Company will pay $3.35 for each share purchased in the tender
offer. This price represents a premium of 19.6% over the last sale price of the
common stock on the Nasdaq National Market on June 2, 2003, the last trading day
prior to the date of the offer, and 45.7% over the last sale price on July 1,
2003.
The offer is not conditioned on the receipt of any minimum number of
tenders.
If, after completion of the tender offer, the Company has fewer than
300 stockholders of record, the Company intends to terminate the registration of
its common stock under the Securities Exchange Act of 1934 and become a
non-reporting company. If that occurs, the Company will no longer file periodic
reports with the Securities and Exchange Commission, including annual reports on
Form 10-K and quarterly reports on Form 10-Q, and will not be subject to the
SEC's proxy rules. In addition, the common stock will no longer be eligible for
trading on the Nasdaq market.
Questions or requests for documents may be directed to Innisfree M&A
Incorporated, the Information Agent for the offer, by telephone at (888)
750-5834 (toll free) or in writing at 501 Madison Avenue, 20th Floor, New York,
New York 10022.
Hurco Companies, Inc. is an industrial technology company that designs
and produces interactive computer controls, software and computerized machine
tools for the worldwide metal cutting and metal forming industry. The end market
for the Company's products consists primarily of independent job shops and
short-run manufacturing operations within large corporations in industries such
as the aerospace, defense, medical equipment, energy, transportation and
computer equipment. The Company is based in Indianapolis, Indiana, and has
sales, application engineering and service subsidiaries in High Wycombe,
England; Munich, Germany; Paris, France; Milan, Italy; Shanghai, China and
Singapore, along with manufacturing operations in Taiwan. Products are sold
through independent agents and distributors in the United States, Europe and
Asia. The Company also has direct sales forces in the United Kingdom, Germany,
France, Italy, and Asia.
This announcement is not an offer to purchase or a solicitation of an offer to
purchase with respect to the common stock. The tender offer is being made upon
the terms and subject to the conditions set forth in the Offer to Purchase and
the accompanying Letter of Transmittal, each dated June 3, 2003, as amended.
CONTACT: Roger J. Wolf
Senior Vice President
Chief Financial Officer
(317) 293-5309