<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Amendment No. 1 to Application or Report Filed
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported)
October 15, 1993
AST RESEARCH, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-13941 95-3525565
(Commission File Number) (IRS Employer Identification No.)
16215 Alton Parkway
Irvine, California 92718
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(714) 727-4141
The undersigned Registrant hereby amends the following items, financial
statement, exhibits or other portions of its Current Report on Form 8-K
dated October 29, 1993, as set forth in the pages attached hereto:
Item 5. Other Events
Item 7. Financial Statements and Exhibits
Exhibit Index on Page 2
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Item 5. Other Events
On October 15, 1993, AST Research, Inc. ("Registrant") completed the
purchase of certain assets and assumption of certain liabilities of
Tandy/GRiD France, effective as of September 1, 1993. Assets acquired
consist primarily of inventory, personal property, equipment and French
leased real property. The Registrant intends to utilize the French leased
real property for sales, marketing and administration office space.
The purchase price of $4,716,000 consists of $3,002,000 based on 75% of the
net book value of the purchased assets as of August 31, 1993 less certain
assumed liabilities plus the net book value of the French leased real
property which is priced separately at $1,714,000. In addition, the
original purchase price has been increased by $2,004,000 to account for the
purchase of additional Tandy/GRiD inventory in Europe and other certain
assets in the United States.
The purchase price for the Tandy/GRiD France acquisition and the additional
European inventory and U.S. assets has been paid through a $5,006,000
increase of the principal amount in the three-year promissory note payable
to Tandy Corporation pursuant to the Agreement for Purchase and Sale of
Assets, dated as of June 30, 1993, from $90,000,000 to $95,006,000.
The Registrant and Tandy Corporation executed a third amendment to the
promissory note on December 30, 1993 increasing the principal amount by
$1,714,000 from $95,006,000 to $96,720,000 to reflect the purchase price
for the French leased real property, effective July 12, 1993. As a
result, the letter of credit securing 70% of the face value of the note
has been increased to $67,704,000.
Item 7. Financial Statements and Exhibits
<TABLE>
<CAPTION>
Sequentially
Exhibit Numbered
Number Description Page
------ ------------- ------------
<C> <S> <C>
2.1.1 Agreement of Sale of Going Business (English translation) between AST
Research France and Tandy GRiD France, effective September 1, 1993.
Incorporated by reference to the Registrant's Current Report on Form
8-K dated October 29, 1993............................................... *
10.108.2 Second Amendment dated October 14, 1993 to Promissory Note dated July
12, 1993 between AST Research, Inc. and Tandy Corporation. Incorporated
by reference to the Registrant's Current Report on Form 8-K dated October
29, 1993................................................................. *
10.108.3 Third Amendment dated December 30, 1993 to Promissory Note dated July 12,
1993 between AST Research, Inc. and Tandy Corporation.................... 4
- ------------------
* Previously filed.
</TABLE>
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
AST Research, Inc.
________________________
(Registrant)
By /s/ Bruce C. Edwards
------------------------
Bruce C. Edwards
Senior Vice President, Finance
and Chief Financial Officer
Date: January 7, 1994
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AMENDMENT NO. 3 TO PROMISSORY NOTE
DATED July 12, 1993
WHEREAS, AST Research, Inc., a Delaware corporation ("AST"), has issued
a promissory note, dated July 12, 1993, as amended by (i) that certain
Amendment No. 1 to Promissory Note Dated July 12, 1993; and (ii) that certain
Amendment No. 2 to Promissory Note Dated July 12, 1993 (as so amended, the
"Note") to Tandy Corporation, a Delaware corporation ("Tandy"), pursuant to
the Agreement for Purchase and Sale of Assets, dated as of June 30, 1993, as
amended by letters dated July 4, 1993, July 12, 1993, August 5, 1993, and
September 20, 1993, and by that certain Supplemental Agreement (the
"Supplemental Agreement") dated October 15, 1993 (collectively, the
"Agreement"), by and among AST, Tandy, TE Electronics Inc. and GRiD Systems
Corporation;
WHEREAS, as amended, the Note is in the principal amount of $95,006,000;
and
WHEREAS, in accordance with Section 2.3 of the Supplemental Agreement,
the parties to the Agreement agreed, among other things, to increase the
principal amount of the Note by $1,714,000 (the "French Property Amount,"
as that term is defined in the Supplemental Agreement) upon satisfaction of
certain conditions and requirements set forth in the French Affiliate Asset
Agreement (as that term is defined in the Supplemental Agreement).
NOW, THEREFORE, AST and Tandy hereby agree as follows:
1. The Note is hereby amended to change the original principal amount
thereof to $96,720,000, which increase shall be deemed to have occurred as of
July 12, 1993.
2. As a result of the above increase in the principal amount of the Note,
the original principal amount of the Note, as of July 12, 1993, shall be
deemed to be $96,720,000. Consistent with the foregoing, the amount of the
standby letter of credit referred to in Section 9 of the Note must be increased
to at least $67,704,000 (70% of the outstanding principal amount of the
Note on July 12, 1993).
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IN WITNESS WHEREOF, AST and Tandy have executed this Amendment No. 3 to
the Note on the dates set forth below, such Amendment to be effective as of
July 12, 1993.
December 30, 1993 AST RESEARCH, INC.
By:Dennis R. Leibel _____________
Its:Vice President_______________
December __, 1993 TANDY CORPORATION
By:_____________________________
Its:____________________________
