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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)*
Triant Technologies Inc.
________________________________________________________________________________
(Name of Issuer)
Common Shares
________________________________________________________________________________
(Title of Class of Securities)
895939 10 6
_______________________________________________________________
(CUSIP Number)
Joseph J. Sweeney
Applied Materials, Inc.
3050 Bowers Avenue, Santa Clara, CA 95054
(408) 727-5555
________________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
June 13, 2000
_______________________________________________________________
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(c), 13d-1(f), or 13d-1(g), check the following
box [_].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934, as amended (the "Exchange Act") or otherwise subject to the liabilities
of that section of the Exchange Act but shall be subject to all other
provisions of the Exchange Act
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CUSIP NO. 895939 10 6
-----------------
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Applied Materials, Inc.
941655526
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
2 (a) [_]
(b) [X]
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SEC USE ONLY
3
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SOURCE OF FUNDS
4
WC
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
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CITIZENSHIP OR PLACE OF ORGANIZATION
6
State of Delaware
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SOLE VOTING POWER
7
NUMBER OF
5,476,500
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY 0
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING
5,476,500
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
10
0
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
5,476,500 shares
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
12
[_]
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
18.4%
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TYPE OF REPORTING PERSON
14
CO
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ITEM 1. SECURITY AND ISSUER
This Amendment No. 1 to Schedule 13D relates to common shares of Triant
Technologies Inc., a British Colombia company ("Triant"). The principal
executive offices of Triant are located at 20 Townsite Road, Nanaimo, British
Columbia, V9S 5T7.
ITEM 2. IDENTITY AND BACKGROUND
(a) The name of the person filing this statement is Applied Materials,
Inc., a Delaware corporation ("Applied Materials"). Applied Materials is a
Fortune 500 global growth company and the world's largest supplier of wafer
fabrication systems and services to the global semiconductor industry.
(b) The address of the principal office and principal business of Applied
Materials is 3050 Bowers Avenue, Santa Clara, California 95054.
(c) Set forth in Schedule I to this Amendment No. 1 to Schedule 13D is the
name and present principal occupation or employment of each of Applied
Materials' executive officers and directors and the name, principal
business and address of any corporation or other organization in which such
employment is conducted.
(d) During the past five years, neither Applied Materials nor, to Applied
Materials' knowledge, any person named in Schedule I to this Amendment No.
1 to Schedule 13D, has been convicted in a criminal proceeding (excluding
traffic violations or similar misdemeanors).
(e) During the past five years, neither Applied Materials nor, to Applied
Materials' knowledge, any person named in Schedule I to this Amendment No.
1 to Schedule 13D, was a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction as a result of which such
person was or is subject to a judgment, decree or final order enjoining
future violations of or prohibiting or mandating activity subject to
Federal or State securities laws or finding any violation with respect to
such laws.
(f) All of the directors and executive officers of Applied Materials named
in Schedule I to this Amendment No. 1 to Schedule 13D are citizens of the
United States, except for Dan Maydan, who is also a citizen of Israel,
Tsuyoshi Kawanishi, who is a citizen of Japan, and Stan Shih, who is a
citizen of Taiwan (Republic of China).
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Pursuant to that certain Private Placement Agreement, dated June 15, 1999 (the
"Private Placement Agreement"), Applied Materials purchased 2,738,250 units
("Units") of Triant, each Unit comprised of one common share ("Share") and one
non-transferable common share purchase warrant ("Warrant"), at a price of
approximately US $.548 (Cn $.80) per Unit for an aggregate purchase price of US
$1,500,000 (Cn $2,190,600). Each Warrant entitles Applied Materials to purchase
one common share in the capital of the company (a "Warrant Share") for a term of
two years at a price of approximately US $.548 (Cn $.80) in the first year and a
price of approximately US $.822 (Cn $1.20) in the second year. On June 13, 2000,
Applied Materials exercised all of the Warrants at US $.548 (Cn $.80) per
Warrant Share, thereby acquiring an additional 2,738,250 Shares.
The source of Applied Materials' consideration for the Units under the Private
Placement Agreement and for the exercise of the Warrants was working capital.
Applied Materials did not purchase any of the Shares or Warrants with borrowed
funds.
ITEM 4. PURPOSE OF TRANSACTION
The purpose of the purchase of the Units and the exercise of the Warrants by
Applied Materials was investment. Applied Materials may make additional
purchases of the Issuer's securities or may sell some or all of the Issuer's
securities, as applicable, in each case subject to compliance with applicable
federal and state securities laws.
Except as set forth herein, Applied Materials does not have any plan or proposal
relating to, or which would result in, any event described in (a) through (j) of
the instructions to this Item 4.
Pursuant to the Private Placement Agreement, Applied Materials is entitled to
purchase its pro rata share of any additional equity securities issued by the
Issuer in the future, subject to certain exceptions.
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ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) - (b) The approximate percentage of Common Shares beneficially owned by
Applied Materials is based upon 27,048,925 Common Shares outstanding as of
May 31, 2000.
Applied Materials has sole voting power and sole dispositive power over the
Common Shares acquired pursuant to the Private Placement Agreement and upon
exercise of the Warrants.
To Applied Materials' knowledge, no Common Shares are beneficially owned by
any of the persons named in Schedule I to this Amendment No. 1 to Schedule
13D, except for such beneficial ownership, if any, arising from the Private
Placement Agreement and upon exercise of the Warrants.
(c) Applied Materials has not been a party to any transaction in the Common
Shares in the last 60 days.
(d) Applied Materials does not know of any other person that has the right
to receive or the power to direct the receipt of dividend from, or the
proceeds from the sale of, the Common Shares.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER
Other than as described in Item 4 above, to Applied Materials' knowledge, there
are no contracts, arrangements, understandings or relationships (legal or
otherwise) among the persons named in Item 2 and between such persons and any
person with respect to any securities of Triant, including but not limited to
transfer or voting of any of the securities, finder's fees, joint ventures, loan
or option arrangements, puts or calls, guarantees of profits, division of
profits or loss, or the giving or withholding of proxies.
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ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
Not Applicable.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: June 13, 2000 APPLIED MATERIALS, INC.
By: /s/ Barry Quan
______________________________
Barry Quan
Vice President, Legal Affairs
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SCHEDULE I
EXECUTIVE OFFICERS AND EMPLOYEE DIRECTORS OF APPLIED MATERIALS
NAME PRINCIPAL OCCUPATION OR EMPLOYMENT
---- ----------------------------------
James C. Morgan Director, Chairman of the Board and Chief
Executive Officer, Applied Materials, Inc.
Dan Maydan Director and President, Applied Materials, Inc.
Joseph R. Bronson Senior Vice President, Chief Financial Officer and
Chief Administrative Officer, Applied Materials, Inc.
Sasson Somekh Senior Vice President, Applied Materials, Inc.
David N.K. Wang Senior Vice President, Applied Materials, Inc.
All individuals named in the above table are employed by Applied Materials, Inc.
The address of Applied Materials' principal executive office is 3050 Bowers
Avenue, Santa Clara, California 95054.
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SCHEDULE I (CONTINUED)
NON-EMPLOYEE DIRECTORS OF APPLIED MATERIALS
<TABLE>
<CAPTION>
PRINCIPAL OCCUPATION NAME AND ADDRESS OF CORPORATION OR
NAME OR EMPLOYMENT OTHER ORGANIZATION IN WHICH EMPLOYED
------------------------ --------------------------- ------------------------------------
<S> <C> <C>
Michael H. Armacost President The Brookings Institution
1775 Massachusetts Avenue, N.W.
Washington, D.C. 20036-2188
Deborah A. Coleman Chairman Merix Corporation
and Chief Executive Officer 1521 Poplar Lane
Forest Grove, OR 97116
Herbert M. Dwight, Jr. Retired
Philip V. Gerdine Retired
Tsuyoshi Kawanishi Senior Advisor Toshiba Corporation
1-1-1 Shibaura
Minato-ku, Tokyo 105 Japan
Paul R. Low Chief Executive Officer P.R.L. Associates
c/o Applied Materials, Inc.
3050 Bowers Avenue
Santa Clara, CA 95054
Steven L. Miller Chairman, President and Shell Oil Company
Chief Executive Officer One Shell Plaza
P.O. Box 2463
Houston, TX 77252-2463
Stan Shih Chairman The Acer Group
and Chief Executive Officer 21F, 88, Sec 1, Hsin Tai Wu Road
Hsichih, Taipei Hsien 221
Taiwan, R.O.C.
Alfred J. Stein Chairman VLSI Technology, Inc.
and Chief Executive Officer 1109 McKay Drive
San Jose, CA 95131
</TABLE>
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