8-KOther Events

Seagate Technology Holdings plc 8-K Report, Corporate Update (Apr 3, 2006)

Filed April 3, 2006For Securities:STX

Summary

This Form 8-K filing from Seagate Technology Holdings plc (STX) on April 3, 2006, provides crucial updates regarding its proposed acquisition of Maxtor Corporation. The key takeaway for investors is the announcement of the record date for the shareholder vote to approve the acquisition, set for April 11, 2006. While U.S. regulatory clearance from the FTC was already received, the EU and other international regulatory reviews are still in progress. The filing also clarifies the anticipated closing timeline for the acquisition. Seagate and Maxtor are preparing for a May closing, contingent on both shareholder and remaining regulatory approvals. However, if approvals are delayed past the end of Seagate's fiscal quarter on June 30, 2006, the companies have agreed to postpone the closing to ensure an orderly fiscal year-end audit. Investors are strongly urged to read the preliminary Joint Proxy Statement/Prospectus for detailed information on the transaction, as it contains important details about the acquisition.

Key Highlights

  • 1Record date for Seagate's shareholder vote on the Maxtor acquisition set for April 11, 2006.
  • 2U.S. Federal Trade Commission (FTC) clearance for the transaction received on February 14, 2006.
  • 3Regulatory review processes in the European Union and other countries are ongoing.
  • 4The acquisition is anticipated to close in May, subject to shareholder and remaining regulatory approvals.
  • 5Contingency plan to delay closing beyond June 30, 2006, if approvals are not timely, to ensure orderly fiscal year-end audit.
  • 6Investors are urged to read the preliminary Joint Proxy Statement/Prospectus filed with the SEC for comprehensive details on the transaction.

Frequently Asked Questions

The primary purpose of this 8-K filing is to update investors on the progress of Seagate's proposed acquisition of Maxtor, specifically by announcing the record date for the shareholder vote required to approve the transaction.

The record date for the shareholder vote is April 11, 2006. The acquisition is targeted to close in May, but this is contingent upon receiving all necessary shareholder and regulatory approvals. If approvals are delayed beyond June 30, 2006, the closing will be postponed to ensure an orderly fiscal year-end audit.

Seagate has received clearance from the U.S. Federal Trade Commission (FTC) as of February 14, 2006. However, regulatory reviews are still underway in the European Union and other international jurisdictions.

Investors are strongly encouraged to read the preliminary Joint Proxy Statement/Prospectus filed with the SEC on March 14, 2006. Free copies of this document and other SEC filings can be obtained from the SEC's website (www.sec.gov) or directly from Seagate and Maxtor Investor Relations.