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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13E-3/A
RULE 13e-3 TRANSACTION STATEMENT
(PURSUANT TO SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934)
AMENDMENT NO. 3
STREAMLOGIC CORPORATION
(NAME OF ISSUER)
(NAME OF PERSON(S) FILING STATEMENT)
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6% CONVERTIBLE SUBORDINATED DEBENTURES DUE MARCH 15, 2012
(TITLE OF CLASS OF SECURITIES)
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863238-AA-9
(CUSIP NUMBER OF CLASS OF SECURITIES)
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BARBARA V. SCHERER
CHIEF FINANCIAL OFFICER
21329 NORDHOFF STREET
CHATSWORTH, CALIFORNIA 91311
(818) 701-8400
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSONS AUTHORIZED TO RECEIVE NOTICES
AND COMMUNICATIONS ON BEHALF OF PERSON(S) FILING STATEMENT)
COPY TO:
BRIAN G. CARTWRIGHT, ESQ.
LATHAM & WATKINS
633 WEST FIFTH STREET, SUITE 4000
LOS ANGELES, CALIFORNIA 90071-2007
(213) 891-7941
This statement is filed in connection with (check the appropriate box):
a. [_] The filing of solicitation materials or an information statement subject
to Regulation 14A, Regulation 14C or Rule 13e-3(c) under the Securities
Exchange Act of 1934.
b. [_] The filing of a registration statement under the Securities Act of 1933.
c. [X] A tender offer.
d. [_] None of the above.
Check the following box if soliciting material or information statement referred
to in checking box (a) are preliminary copies: [_]
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PAGE 1 OF 4 PAGES
EXHIBIT INDEX ON PAGE 4
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ITEM 17. MATERIAL TO BE FILED AS EXHIBITS.
(a) Not applicable.
(b) Not applicable.
(c)(1)* Letter Agreement dated as of June 14, 1996 between the Company
and Loomis Sayles & Co., L.P.
(c)(2)* Letter Agreement dated September 13, 1996 between the Company
and Loomis Sayles & Co., L.P.
(c)(3)* Letter Agreement dated October 3, 1996 between the Company and
Loomis Sayles & Co., L.P.
(d)(1)* Offer to Exchange dated October 7, 1996.
(d)(2)* Letter of Transmittal.
(d)(3)* Notice of Guaranteed Delivery.
(d)(4)* Letter from the Company to Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees.
(d)(5)* Letter to Clients for use by Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees.
(d)(6)* Letter from the Company to 6% Debenture Holders.
(d)(7)* Text of Press Releases dated June 17, 1996, September 16,
1996 and October 6, 1996.
(d)(8)* Guidelines of the Internal Revenue Service for Certification of
Taxpayer Identification Number on Substitute Form W-9.
(d)(9)* Schedule 13E-4 of the Company dated October 7, 1996 (without
exhibits).
(d)(10)* Supplement to Offer to Exchange dated November 6, 1996.
(d)(11)* Supplemental letter from the Company to Brokers, Dealers,
Commercial Banks, Trust Companies and Other Nominees.
(d)(12)* Text of Press Release dated November 13, 1996.
(d)(13)* Text of Press Release dated November 15, 1996.
(d)(14) Text of Press Release dated November 18, 1996.
(e) Not applicable.
(f) Not applicable.
* Previously filed
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SIGNATURE
After due 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: November 18, 1996
StreamLogic Corporation
By /s/ Barbara V. Scherer
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Name: Barbara V. Scherer
Title: Chief Financial Officer
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EXHIBIT INDEX
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(d)(14) Text of Press Release dated November 18, 1996.
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(d)(14)
[LETTERHEAD OF STREAMLOGIC CORPORATION]
FOR IMMEDIATE RELEASE
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STREAMLOGIC CLARIFIES NOVEMBER 15TH PRESS RELEASE ON
EXCHANGE FOR 6% CONVERTIBLE SUBORDINATED DEBENTURES
Chatsworth, Calif., November 18, 1996 -- StreamLogic Corporation (NASDAQ:STLC)
issued a press release on November 15, 1996 announcing the status of its
solicitation of stockholder consents for the exchange offer for its 6 percent
convertible subordinated debentures due 2012 and also announcing the percentage
of bonds tendered in the exchange offer as of the close of business on November
14. By way of clarification of that release, the Company notes that such status
is not necessarily indicative of the final outcome of the consent solicitation
or the exchange offer, as consents may be revoked and bonds may be withdrawn at
any time prior to the expiration of the consent solicitation and exchange offer,
currently scheduled for 5 p.m. and midnight New York City time on November 20,
respectively.
StreamLogic develops and markets leading-edge video delivery systems, digital
media storage, and network RAID subsystems and data management solutions.
Current product offerings include VIDEON, the industry's first family of video
server systems, the innovative VDR 110 video editing appliance, the
award-winning FWB Hammer storage product line and the industry leading RAIDION
family of fault-tolerant network RAID and data management solutions. The
company sells to OEMs and system integrators, and has a well-established
international network of distribution and dealer channel partners. StreamLogic
corporate headquarters are currently located in Chatsworth, California, but the
Company has announced plans to consolidate in Northern California by April
1997.
StreamLogic, VIDEON, Hammer, and RAIDION are trademarks or registered trademarks
of StreamLogic Corporation. Additional information on StreamLogic can be found
at www.streamlogic.com.
For more information, please contact: Barbara V. Scherer (818) 701-8402
Vivien Avella (818) 701-8419
