-----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, ScC4Yeqyoc+Gx9Eii0Dpof7RPNr3kp8tT3OjjXbLfgNO5NrQEKLtj5e80PziXmWT NllkuDi8NYZ4dizLM4O1TA== 0001017062-97-000761.txt : 19970429 0001017062-97-000761.hdr.sgml : 19970429 ACCESSION NUMBER: 0001017062-97-000761 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970428 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970428 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: AST RESEARCH INC /DE/ CENTRAL INDEX KEY: 0000725182 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] IRS NUMBER: 953525565 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13941 FILM NUMBER: 97588939 BUSINESS ADDRESS: STREET 1: 16215 ALTON PKWY CITY: IRVINE STATE: CA ZIP: 92718 BUSINESS PHONE: 7147274141 8-K 1 FORM 8-K DATED 04/28/97 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, 1997 -------------- AST RESEARCH, INC. -------------------------------------------------- (Exact name of registrant as specified in charter) DELAWARE 0-13941 95-3525565 --------------- ----------- ------------- (State or other (Commission (IRS employer jurisdiction of file number) identification incorporation) number) 16215 Alton Parkway, Irvine California 92718 -------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (714) 727-4141 -------------- Not Applicable ------------------------------------------------------------ (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS - ------ ------------ AST Research, Inc. announced today Mr. Soon-Teak (S.T.) Kim was named president and chief executive officer following the resignation of Mr. Young Soo (Y.S.) Kim from both posts. Mr. Y.S. Kim, who is resigning from these positions for personal reasons, will remain as an AST board member. Mr. S.T. Kim was formerly chief executive officer of Samsung Heavy Industries. Prior to that position, he was vice president of Samsung Group Office of the Executive Staff, reporting directly to Chairman Kun-Hee Lee on major issues concerning the Samsung Group. Mr. S.T. Kim has served in senior- level executive positions at Samsung since 1985, where he has led successful turnaround efforts with Samsung's semiconductor, monitor and heavy industry ventures. He holds a bachelor's degree in economics from Kyongbuk National University, located in Kyongbuk, Korea. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS - ------ ------------------------------------------------------------------ 20.1 Press Release, dated April 28, 1997. 2 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. AST RESEARCH, INC. Date: April 28, 1997 By: /s/ Won Suk Yang ---------------------------------------- Name: Won Suk Yang Title: Senior Vice President and Chief Financial Officer 3 EXHIBIT INDEX ------------- Exhibit No. Description of Exhibit - ------- ---------------------- 20.1 Press Release, dated April 28, 1997. 4 EX-20.1 2 PRESS RELEASE, DATED APRIL 04/28/97 MONDAY APRIL 28 7:00 AM EDT AST APPOINTS NEW PRESIDENT AND CHIEF EXECUTIVE OFFICER IRVINE, Calif.--(BUSINESS WIRE)--April 28, 1997--AST Research Inc. today announced Soon-Taek (S.T.) Kim was named president and chief executive officer following the resignation of Young Soo (Y.S.) Kim from both posts. Y.S. Kim, who is resigning these positions for personal reasons, will remain as an AST board member. S.T. Kim was formerly chief executive officer of Samsung Heavy Industries. Prior to that position, he was vice president of the Samsung Group Office of the Executive Staff, reporting directly to chairman Kun-Hee Lee on major issues concerning the Samsung Group. S.T. Kim has served in senior-level executive positions at Samsung since 1985, where he has led successful turnaround efforts within the company's semiconductor, monitor and heavy industry ventures. He holds a bachelor's degree in economics from Kyongbuk National University, located in Kyongbuk, Korea. S.T. Kim stated, "My immediate priority is to restore confidence in AST among our customers, vendors and employees as AST and Samsung continue to work together to complete the pending acquisition of AST by Samsung." Kim said that AST will remain in its current Irvine headquarters. On April 21, 1997, Samsung commenced a cash tender offer for any and all outstanding AST common shares not currently owned by it and its affiliates. The tender offer, which is for $5.40 per share in cash, is being made pursuant to a merger agreement between AST and Samsung dated April 14, 1997. The tender offer is scheduled to expire on May 19, 1997, unless extended. Under the merger agreement, if the tender offer is consummated, and subject to certain conditions, Samsung is obligated to acquire through a merger for $5.40 per share in cash those shares not purchased in the tender offer. AST Research Inc. develops and markets a broad spectrum of desktop, mobile and server PC products that are sold in more than 100 countries worldwide. AST systems meet a wide range of customer needs, ranging from corporate business applications to advanced home and home office use. Corporate headquarters is located at 16215 Alton Parkway, P.O. Box 57005, Irvine, Calif. 92619-7005. Telephone: 714/727-4141, Fax: 714/727-9335. Information about AST and its products can be found on the World Wide Web at http://www.ast.com. CONTACT: AST Research Inc. Emory Epperson, 714/727-7958 -----END PRIVACY-ENHANCED MESSAGE-----