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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
HMT TECHNOLOGY CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Delaware 94-3084354
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(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
1055 Page Avenue, Fremont, California 94538
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(Address of principal executive offices) (zip code)
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If this Form relates to the registration of a class If this Form relates to the registration of a class
of debt securities and is effective upon filing of debt securities and is to become effective
pursuant to General Instruction A(c)(1) please check simultaneously with the effectiveness of a
the following box. [X] concurrent registration statement under the
Securities Act of 1933 pursuant to General
Instruction A(c)(2) please check the following box.
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Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class to Name of Each Exchange on Which
be so Registered Each Class is to be Registered
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[S] [C]
None
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Securities to be registered pursuant to Section 12(g) of the Act:
5-3/4% Convertible Subordinated Notes due 2004
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(Title of class)
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
A description of the 5 3/4% Convertible Subordinated Notes due 2004
(the "Convertible Notes") of HMT Technology Corporation (the "Registrant") to
be registered hereunder is contained in the section entitled "Description of
Convertible Notes," commencing at page 13 of the Prospectus included in the
Registrant's Form S-3 Registration Statement, No. 333-24385, filed with the
Securities and Exchange Commission (the "Commission") on April 2, 1997 and is
incorporated herein by reference.
ITEM 2. EXHIBITS.
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Exhibit
Number Description
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1 Indenture, dated as of January 15, 1997, between the Registrant and State Street
Bank and Trust Company, N.A. (incorporated by reference from Exhibit 4.8 to the
Registrant's Current Report on Form 8-K filed February 6, 1997, as amended).
2 Registration Agreement, dated January 15, 1997, among the Registrant, Salomon
Brothers Inc, Alex. Brown & Sons Incorporated, Hambrecht & Quist LLC and Robertson,
Stephens & Company LLC (incorporated by reference from Exhibit 4.9 to the
Registrant's Current Report on Form 8-K filed February 6, 1997, as amended).
3 Form of Convertible Subordinated Note due 2004 (incorporated by reference from
Exhibit 4.13 to the Registrant's Registration Statement on Form S-3
(No. 333-24385) filed on April 2, 1997).
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has caused this registration statement to be signed
on its behalf by the undersigned, thereunto duly authorized.
HMT TECHNOLOGY CORPORATION
(Registrant)
Date: April 24, 1997 By: /s/ Peter S. Norris
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Peter S. Norris
Vice President, Finance, Treasurer
and Chief Financial Officer
