0001095811-01-505199.txt : 20011009 0001095811-01-505199.hdr.sgml : 20011009 ACCESSION NUMBER: 0001095811-01-505199 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20010927 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20010927 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KOMAG INC /DE/ CENTRAL INDEX KEY: 0000813347 STANDARD INDUSTRIAL CLASSIFICATION: MAGNETIC & OPTICAL RECORDING MEDIA [3695] IRS NUMBER: 942914864 STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16852 FILM NUMBER: 1745578 BUSINESS ADDRESS: STREET 1: 1710 AUTOMATION PWY CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: 4085762000 MAIL ADDRESS: STREET 1: 1710 AUTOMATION PWY CITY: SAN JOSE STATE: CA ZIP: 95131 8-K 1 f75996ore8-k.txt FORM 8-K 1 ================================================================================ 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 September 27, 2001 ------------------------------------------------ Date of Report (date of earliest event reported) KOMAG, INCORPORATED ------------------------------------------------------ (Exact name of Registrant as specified in its charter) Delaware 0-16852 94-2914864 ------------------------------- ------------------------ ------------------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification No.)
1710 Automation Parkway San Jose, California 95131 ---------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (408) 576-2000 N/A ------------------------------------------------------------- (Former name or former address, if changed since last report) ================================================================================ 2 Item 5. Other Events. Komag, Incorporated issued a press release on September 17, 2001, announcing that it withdrew its appeal to the Nasdaq Listing Qualifications Panel and is voluntarily delisting its common stock from the Nasdaq National Market, which press release is filed as Exhibit 99.1 hereto. Komag, Incorporated issued a press release on September 21, 2001, announcing that it is filing a Plan of Reorganization with the Bankruptcy Court overseeing the company's chapter 11 reorganization case, which press release is filed as Exhibit 99.2 hereto. Item 7. Financial Statements and Exhibits. (a) Not applicable. (b) Not applicable. (c) Exhibits. 99.1 Text of press release dated September 17, 2001. 99.2 Text of press release dated September 21, 2001. 3 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. Komag, Incorporated, a Delaware corporation Dated: September 27, 2001 By: /s/ Thian Hoo Tan ------------------------------------ Thian Hoo Tan0 President and Chief Executive Officer 4 EXHIBIT INDEX
Exhibit Number Description -------------- ----------- 99.1 Text of press release dated September 17, 2001. 99.2 Test of press release dated September 21, 2001.
EX-99.1 3 f75996orex99-1.txt EXHIBIT 99.1 1 EX-99.1 PRESS RELEASE FOR IMMEDIATE RELEASE SAN JOSE, Calif., September 17, 2001 -- Komag, Incorporated (Nasdaq: KMAG), the largest independent producer of media for disk drives, today announced that it withdrew its appeal to the Nasdaq Listing Qualifications Panel and is voluntarily delisting its common stock from the Nasdaq National Market. The company expects its common stock to be traded on the OTC Bulletin Board under the symbol KMAG. About Komag: Founded in 1983, Komag is the world's largest independent supplier of thin-film disks, the primary high-capacity storage medium for digital data. Komag leverages the combination of its U.S. R&D centers with its world-class Malaysian manufacturing operations to produce disks that meet the high-volume, stringent quality, low cost and demanding technology needs of its customers. By enabling rapidly improving storage density at ever-lower cost per gigabyte, Komag creates extraordinary value for consumers of computers, enterprise storage systems and electronic appliances such as peer-to-peer servers, digital video recorders and game boxes. For more information about Komag, visit Komag's Internet home page at http://www.komag.com or call Komag's Investor Relations 24-hour Hot Line at 888-66-KOMAG or 408-576-2901. Forward Looking Statements This press release contains certain "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbors created thereby. These statements represent the company's current judgment about the trading of its common stock. Factors that could cause actual results to differ include, but are not limited to, the willingness of market makers to make a market in the company's common stock on the OTC Bulletin Board and whether NASD Regulation approves the trading of the company's common stock on the OTC Bulletin Board. In addition, the company makes no representation that there will be a liquid market for its common stock or that the price of the stock will not be volatile. Because the company filed a petition under chapter 11 of the U.S. Bankruptcy Code, there is a substantial risk of loss of any investment made in the company's common stock. These and other factors described in the company's reports filed with the Securities and Exchange Commission, including, but not limited to, its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Komag undertakes no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of such statements. EX-99.2 4 f75996orex99-2.txt EXHIBIT 99.2 1 EX-99.2 PRESS RELEASE FOR IMMEDIATE RELEASE SAN JOSE, Calif., September 21, 2001 -- Komag, Incorporated (OTC: KMAG), the largest independent producer of media for disk drives, today announced that it is filing a Plan of Reorganization with the Bankruptcy Court overseeing the company's chapter 11 reorganization case. The plan has the support of holders of approximately $265 million, or more than half, of the company's estimated outstanding debt. This group includes Komag's senior lenders, Western Digital Corporation ("WDC") and the Citadel Investment Group. "We have worked hard with our lenders and other creditors to craft a plan that we believe is reasonable and fair to all of the company's stakeholders," said T.H. Tan, Komag, chief executive officer. "It is our intention to pursue confirmation of this plan as expeditiously as possible. Each of our stakeholders will be best served by a rapid completion of the chapter 11 process. I am particularly pleased by WDC's support. As our largest customer, we are counting on a continued strong relationship to build the foundation for our business when we emerge from chapter 11. As we have stated earlier, Komag has leading technology, significant capable manufacturing capacity, low costs and solid customer relationships. With a restructured balance sheet we will be poised to return the company to health as our industry rebounds." The Bankruptcy Court will hold a hearing regarding adequacy of information in the Disclosure Statement filed with respect to the plan on October 23, 2001. If the Court approves the Disclosure Statement, Komag will send copies of the Disclosure Statement and the plan to all of its creditors and shareholders shortly after that date. About Komag: Founded in 1983, Komag is the world's largest independent supplier of thin-film disks, the primary high-capacity storage medium for digital data. Komag leverages the combination of its U.S. R&D centers with its world-class Malaysian manufacturing operations to produce disks that meet the high-volume, stringent quality, low cost and demanding technology needs of its customers. By enabling rapidly improving storage density at ever-lower cost per gigabyte, Komag creates extraordinary value for consumers of computers, enterprise storage systems and electronic appliances such as peer-to-peer servers, digital video recorders and game boxes. For more information about Komag, visit Komag's Internet home page at http://www.komag.com or call Komag's Investor Relations 24-hour Hot Line at 888-66-KOMAG or 408-576-2901. Forward Looking Statements This press release contains certain "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbors created thereby. These statements represent the company's current judgment and include, but are not limited to, future sales, acceptance and confirmation of a plan of reorganization, and the company's emergence from chapter 11. The company's actual results for future periods could differ materially from those projected in such forward-looking information. Factors that could cause actual results to differ include, but are not limited to, the company's chapter 11 filing, variability in demand for and average selling price of disks, the impact of demand variation on factory utilization, the company's ability to achieve its operating yield, cost and profitability targets, the company's ability to satisfy customer qualification requirements, and the other factors described in the company's reports filed with the Securities and Exchange Commission, including, but not limited to, its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Komag undertakes no obligation to update forward-looking statements to reflect events or circumstances occurring after the date of such statements.