MAXTOR CORP
SC 13D/A, 1995-10-30
COMPUTER STORAGE DEVICES
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<PAGE>   1
                              

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  SCHEDULE 13D

                    Under the Securities Exchange Act of 1934
                                (Amendment No. 3)

                              MAXTOR CORPORATION
                               (Name of Issuer)

                    Common Stock, par value US$0.01 per share
                         (Title of Class of Securities)

                                   577729 10 6
                                 (CUSIP Number)

                                    K.S. Yoo
                   Corporate Planning and Coordination Office
                   Hyundai Electronics Industries Co., Ltd.
                          San 136-1, Ami-ri, Bubal-eub
                             Ichon-kun, Kyoungki-do,
                                  467-860 Korea
                               011-82-336-30-2683

                                 with a copy to:

                                    I.H. Chun
                                Legal Department
                   Hyundai Electronics Industries Co., Ltd.
                        66, Jeokseon-dong, Chongro-ku
                                 Seoul, Korea
                              011-82-2-398-4324
                (Name, Address and Telephone Number of Person
              Authorized to Receive Notices and Communications)

                               October 29, 1995
        (Date of Event which requires filing of this Amendment No. 3)

                  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 Statement because of Rule 13d-1(b)(3) or (4), check the
following box: / /

     Check the following box if a fee is being paid with the statement: / /

                              Page 1 of 3 Pages
<PAGE>   2



         The following information is filed to amend the original Statement on
Schedule 13D dated February 14, 1994 (as amended by Amendment No. 1 to Schedule
13D dated March 17, 1995 and amended by Amendment No. 2 to Schedule 13D date
October 26, 1995) ("Schedule 13D") of Hyundai Electronics Industries  Co., Ltd.
("Hyundai"), Hyundai Heavy Industries Co., Ltd., Hyundai Corporation and
Hyundai Merchant Marine Co., Ltd. (collectively, the "Purchasers") with 
respect to the Common Stock, par value U.S. $0.01 per share of Maxtor 
Corporation. Unless otherwise defined herein, all capitalized terms shall have
the meanings ascribed to them in the Schedule 13D. 
        

         Item 4.     Purpose of Transaction.

                     Item 4 (a-j) of the Schedule 13D is hereby amended and
                     supplemented by adding the following:

                     On October 29, 1995, Hyundai Electronics America ("HEA"),
                     a subsidiary of Hyundai, orally communicated to the
                     Special  Committee of the Board of Directors of the
                     Company (the  "Special Committee"). HEA's willingness to
                     increase the price of the offer to purchase all of the
                     outstanding shares of the  Company's Common Stock (other
                     than the shares of Class A Common Stock owned by the
                     Purchasers) from $5.15 per share to $6.15 per share. HEA
                     indicated that this offer was its best and final offer,
                     and would be withdrawn at 5:00 p.m., California time, on
                     Wednesday, November 1, unless accepted by that time.
        
                              Page 2 of 3 Pages
<PAGE>   3



                                    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.

         Dated:  October 30, 1995.

                           HYUNDAI ELECTRONICS INDUSTRIES CO., LTD.

                           By  /s/           J. Y. KIM
                              ---------------------------------------------
                                             J. Y. Kim
                                 President and Chief Executive Officer


                           HYUNDAI HEAVY INDUSTRIES CO., LTD.

                           By  /s/           J. Y. KIM
                              ---------------------------------------------
                                             J. Y. Kim
                              Attorney-in-Fact pursuant to Power of Attorney
                                    filed previously as Exhibit 6


                           HYUNDAI CORPORATION

                           By  /s/           J. Y. KIM
                              ---------------------------------------------
                                             J. Y. Kim
                              Attorney-in-Fact pursuant to Power of Attorney
                                    filed previously as Exhibit 7


                           HYUNDAI MERCHANT MARINE CO., LTD.

                           By  /s/           J. Y. KIM
                              ---------------------------------------------
                                             J. Y. Kim
                              Attorney-in-Fact pursuant to Power of Attorney
                                    filed previously as Exhibit 8

                              Page 3 of 3 Pages


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