8-KOther EventsExhibits & Filings

Seagate Technology Holdings plc 8-K Report, Corporate Update (May 14, 2009)

Filed May 14, 2009For Securities:STX

Summary

This 8-K filing by Seagate Technology Holdings plc, filed on May 13, 2009, reports on events occurring on May 12, 2009, concerning an upcoming internal corporate restructuring. Specifically, Seagate Technology (the "Company") has notified U.S. Bank National Association, the trustee for various Maxtor Corporation convertible notes, about an impending merger between Maxtor Corporation and Seagate Technology (US) Holdings, Inc. This merger is anticipated to become effective around June 1, 2009. The primary objective of this merger is to streamline and simplify Seagate's organizational structure. Investors should note that this filing focuses on the procedural notification regarding existing Maxtor debt instruments and the corporate simplification rather than disclosing new financial results or significant operational changes. The attached exhibits provide the specific notices sent to holders of Maxtor's 2.375% Convertible Senior Notes due 2012, 6.80% Convertible Senior Notes due 2010, and 5.75% Convertible Subordinated Debentures due 2012.

Key Highlights

  • 1Seagate Technology is notifying holders of Maxtor Corporation's convertible notes about an upcoming merger.
  • 2The merger involves Maxtor Corporation and Seagate Technology (US) Holdings, Inc.
  • 3The effective date of the merger is expected to be around June 1, 2009.
  • 4The stated purpose of the merger is to simplify and streamline Seagate's organizational structure.
  • 5This filing primarily serves as a procedural announcement regarding the merger's impact on outstanding Maxtor debt.
  • 6Notices were sent to holders of Maxtor's 2.375% Convertible Senior Notes due 2012, 6.80% Convertible Senior Notes due 2010, and 5.75% Convertible Subordinated Debentures due 2012.
  • 7The filing includes copies of these notices as exhibits to the 8-K report.

Frequently Asked Questions

The main purpose of this 8-K filing is to inform investors and relevant parties that Seagate Technology is undertaking a merger between Maxtor Corporation and Seagate Technology (US) Holdings, Inc. The goal is to simplify and streamline the company's organizational structure. The filing specifically details the notification process for holders of Maxtor's convertible debt.

This filing primarily addresses a corporate restructuring and the procedural notification to noteholders. It does not disclose new financial results or directly indicate changes to Seagate's overall financial health. The merger's impact will be on the internal structure rather than immediate external financial obligations beyond those already associated with the Maxtor notes.

The filing indicates that these noteholders are being notified about the upcoming merger. While the specific terms of conversion or any changes to the notes' covenants are not detailed in this 8-K, the notices themselves (filed as exhibits) would contain this crucial information. Investors holding these notes should review the referenced exhibits for precise details regarding their holdings.

The merger is expected to become effective on or about June 1, 2009.