What is the main purpose of this 8-K filing?

The main purpose of this 8-K filing is to furnish a portion of Seagate's financial results for the fiscal quarter and nine months ended March 31, 2006, which were previously released in a press release on April 18, 2006. This is done so that this information can be incorporated by reference into other SEC filings, specifically Seagate's Registration Statements on Form S-3 and Form S-4.

Does this filing contain new financial results or analysis?

No, this filing does not contain new financial results or analysis. It is refiling or furnishing information that was already released to the public on April 18, 2006, through a press release and an investor conference call. The purpose is for technical incorporation into other filings.

What is the significance of the information being 'furnished' rather than 'filed'?

When information is 'furnished' under an 8-K (as it was for the April 18th press release), it is not subject to liability under Section 18 of the Securities Exchange Act of 1934, which governs liability for misleading statements in filed documents. This filing itself also notes the information was 'furnished' and is being provided to enable incorporation into other filings. While it's being made available, the company is taking a specific legal stance on its liability for this particular disclosure in this filing.

What are Forms S-3 and S-4 used for?

Form S-3 is a registration statement that allows companies to register securities offerings on a delayed or continuous basis. It is generally available to well-known seasoned issuers. Form S-4 is a registration statement used for business combination transactions, such as mergers, acquisitions, and exchange offers, allowing for the registration of securities issued in connection with those transactions.

STX 8-K SEC Disclosure — Apr 20, 2006

Summary

Seagate Technology Holdings plc (STX) filed a Form 8-K on April 20, 2006, to report on other events and financial statements/exhibits. The primary purpose of this filing was to furnish a portion of the financial results for the fiscal quarter and nine months ended March 31, 2006, which were previously reported in a press release on April 18, 2006. This furnishing is intended to allow incorporation by reference into other SEC filings, specifically Registration Statements on Form S-3 and Form S-4. Investors should note that the information being filed in this 8-K, related to the financial results and conference call from April 18, 2006, was initially furnished, not filed, under Section 18 of the Securities Exchange Act of 1934. This distinction is important for legal and disclosure purposes. The filing essentially makes previously released financial information available for more direct incorporation into other Seagate registration statements.

Key Highlights

1Seagate Technology Holdings plc filed an 8-K on April 20, 2006.
2The filing reports on financial results for the fiscal quarter and nine months ended March 31, 2006.
3This 8-K serves to furnish a portion of previously released financial information (from an April 18, 2006 press release and conference call).
4The furnished information is intended for incorporation into Seagate's Form S-3 and Form S-4 registration statements.
5The information is formally 'furnished,' not 'filed,' for purposes of Section 18 of the Securities Exchange Act of 1934.
6Exhibit 99.1 contains the announcement dated April 18, 2006.

Seagate Technology Holdings plc 8-K Report, Corporate Update (Apr 20, 2006)

Summary

Key Highlights

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