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.