-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IKzdsECW6bTziet8LkubstchMdh1hqctEtDO/o0ywyNaB/upG3pjYLR7QbCTB4kn vtMPH6guYoJEXCj2b+AkCg== 0000950149-95-000669.txt : 19951027 0000950149-95-000669.hdr.sgml : 19951027 ACCESSION NUMBER: 0000950149-95-000669 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19951026 SROS: NONE SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: MAXTOR CORP CENTRAL INDEX KEY: 0000711039 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 770123732 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-36712 FILM NUMBER: 95584263 BUSINESS ADDRESS: STREET 1: 211 RIVER OAKS PKWY CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 4084321700 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HYUNDAI ELECTRONICS INDUSTRIES CO LTD/FA CENTRAL INDEX KEY: 0000926450 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: M5 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: SAN 136 1 AMI RI BUBAL EUB STREET 2: ICHON KUN JYOUNGKI DO CITY: KOREA STATE: M5 ZIP: 467860 BUSINESS PHONE: 011-82-2-398-4535 MAIL ADDRESS: STREET 1: C/O MCCUTCHEN DOYLE BROWN & ENERSEN STREET 2: THREE EMBARCADERO CENTER SUITE 1800 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 SC 13D/A 1 SC 13D/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) MAXTOR CORPORATION (Name of Issuer) Common Stock, par value US$0.01 per share (Title of Class of Securities) 577729 10 6 (CUSIP Number) K.S. Yoo Corporate Planning and Coordination Office Hyundai Electronics Industries Co., Ltd. San 136-1, Ami-ri, Bubal-eub Ichon-kun, Kyoungki-do, 467-860 Korea 011-82-336-30-2683 with a copy to: I.H. Chun Legal Department Hyundai Electronics Industries Co., Ltd. 66, Jeokseon-dong, Chongro-ku Seoul, Korea 011-82-2-398-4324 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 24, 1995 (Date of Event which requires filing of this Amendment No. 2) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this Statement because of Rule 13d-1(b)(3) or (4), check the following box: / / Check the following box if a fee is being paid with the statement: / / Page 1 of 5 Pages 2 The following information is filed to amend the original Statement on Schedule 13D dated February 14, 1994 (as amended by Amendment No. 1 to Schedule 13D dated March 17, 1995) ("Schedule 13D") of Hyundai Electronics Industries Co., Ltd. ("Hyundai"), Hyundai Heavy Industries Co., Ltd., Hyundai Corporation and Hyundai Merchant Marine Co., Ltd. (collectively, the "Purchasers") with respect to the Common Stock, par value U.S. $0.01 per share of Maxtor Corporation. Unless otherwise defined herein, all capitalized terms shall have the meanings ascribed to them in the Schedule 13D. Item 4. Purpose of Transaction. Item 4 (a-j) of the Schedule 13D is hereby amended and supplemented by adding the following: On October 24, 1995, Hyundai Electronics America ("HEA"), a subsidiary of Hyundai, delivered to the Company a letter (the "Letter") from Y.H. Kim, President and Chief Executive Officer of HEA, addressed to the Special Committee of the Board of Directors of the Company (the "Special Committee"), expressing HEA's desire to enter into negotiations with the Special Committee regarding an acquisition by Hyundai (directly or through one or more subsidiaries) of all of the outstanding shares of the Company's Common Stock (other than the shares of Class A Common Stock owned by the Purchasers) at a price per share of $5.15. HEA's proposal is subject to several significant conditions, including the negotiation and execution of a mutually satisfactory merger agreement, the approval of the Maxtor disinterested directors under the "standstill" provisions of the Stock Purchase Agreement, the obtaining of the requisite Korean governmental approvals, and the expiration or termination of the applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act and the Exon-Florio Act, and there can be no assurance that these conditions will be satisfied. A copy of the Letter is attached hereto as Exhibit 9 and is incorporated herein by reference. Page 2 of 5 Pages 3 Item 7. Material to be Filed as Exhibits. Item 7 is hereby amended by adding a new Exhibit 9, the Letter dated October 24, 1995 from Mr. Y. H. Kim of Hyundai America to the Special Committee, as attached hereto. Page 3 of 5 Pages 4 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: October 25, 1995. HYUNDAI ELECTRONICS INDUSTRIES CO., LTD. By /s/ J. Y. KIM --------------------------------------------- J. Y. Kim President and Chief Executive Officer HYUNDAI HEAVY INDUSTRIES CO., LTD. By /s/ J. Y. KIM --------------------------------------------- J. Y. Kim Attorney-in-Fact pursuant to Power of Attorney filed previously as Exhibit 6 HYUNDAI CORPORATION By /s/ J. Y. KIM --------------------------------------------- J. Y. Kim Attorney-in-Fact pursuant to Power of Attorney filed previously as Exhibit 7 HYUNDAI MERCHANT MARINE CO., LTD. By /s/ J. Y. KIM --------------------------------------------- J. Y. Kim Attorney-in-Fact pursuant to Power of Attorney filed previously as Exhibit 8 Page 4 of 5 Pages 5 [Letterhead] October 24, 1995 The Special Committee of the Board of Directors of Maxtor Corporation 211 River Oaks Parkway San Jose, California 95134 Gentlemen: We are writing to express our desire to enter into negotiations with you regarding an acquisition by Hyundai Electronics Industries Ltd. (Hyundai) of all of the outstanding common shares of Maxtor Corporation (Maxtor). We propose to offer to purchase such shares at a price of $5.15 per share. Hyundai believes that this price is fair and reasonable to Maxtor's shareholders in light of Maxtor's current financial condition, business operations and future prospects. Hyundai's acquisition of Maxtor will permit Maxtor to directly access Hyundai's more abundant operational and financial resources, thereby enabling Maxtor to compete more effectively in the increasingly competitive disk drive industry. By helping to ensure Maxtor's ongoing competitiveness, Hyundai's acquisition of Maxtor would be in the best interest of Maxtor's employees, customers and suppliers, as well as Maxtor's shareholders. Our ability to proceed with the proposed acquisition is, of course, subject to several conditions, including the negotiation and execution of a mutually satisfactory merger agreement, the approval of the Maxtor disinterested directors under the "standstill" provisions of our Stock Purchase Agreement, obtaining the necessary Korean governmental approvals and the expiration or termination of the applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act and the Exon-Florio Act. Please call me at your earliest convenience to discuss this matter further. All of us at Hyundai very much look forward to working with Maxtor to successfully complete an acquisition on the terms set forth above. Very truly yours, Y.H. Kim President & Chief Executive Officer Hyundai Electronics America Page 5 of 5 Pages -----END PRIVACY-ENHANCED MESSAGE-----