AST RESEARCH INC /DE/
8-K, 1997-04-28
ELECTRONIC COMPUTERS
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<PAGE>
 
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   __________

                                    FORM 8-K

                                 CURRENT REPORT

                     PURSUANT TO SECTION 13 OR 15(d) of the

                        SECURITIES EXCHANGE ACT OF 1934



Date of Report (Date of earliest event reported) April 28, 1997
                                                 --------------


                                AST RESEARCH, INC.
               --------------------------------------------------
               (Exact name of registrant as specified in charter)




        DELAWARE                 0-13941                 95-3525565
     ---------------           -----------             -------------
     (State or other           (Commission             (IRS employer
     jurisdiction of           file number)            identification
     incorporation)                                    number)




                 16215 Alton Parkway, Irvine California 92718
                 --------------------------------------------
                    (Address of principal executive offices)


              Registrant's telephone number, including area code:
                                 (714) 727-4141
                                 --------------



                                 Not Applicable
         ------------------------------------------------------------
         (Former name or former address, if changed since last report)
<PAGE>
 
ITEM 5.  OTHER EVENTS
- ------   ------------

         AST Research, Inc. announced today Mr. Soon-Teak (S.T.) Kim was named
president and chief executive officer following the resignation of Mr. Young Soo
(Y.S.) Kim from both posts.  Mr. Y.S. Kim, who is resigning from these positions
for personal reasons, will remain as an AST board member.

         Mr. S.T. Kim was formerly chief executive officer of Samsung Heavy
Industries.  Prior to that position, he was vice president of Samsung Group
Office of the Executive Staff, reporting directly to Chairman Kun-Hee Lee on
major issues concerning the Samsung Group.  Mr. S.T. Kim has served in senior-
level executive positions at Samsung since 1985, where he has led successful
turnaround efforts with Samsung's semiconductor, monitor and heavy industry
ventures. He holds a bachelor's degree in economics from Kyongbuk National
University, located in Kyongbuk, Korea.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
- ------   ------------------------------------------------------------------

20.1     Press Release, dated April 28, 1997.

                                       2
<PAGE>
 
                                   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 thereunto duly authorized.



                                AST RESEARCH, INC.



Date: April 28, 1997            By:    /s/ Won Suk Yang
                                       ----------------------------------------
                                Name:  Won Suk Yang
                                Title: Senior Vice President and Chief Financial
                                       Officer

                                       3
<PAGE>
 
                                 EXHIBIT INDEX
                                 -------------

 
Exhibit
   No.       Description of Exhibit
- -------      ----------------------


20.1         Press Release, dated April 28, 1997.



                                       4

<PAGE>
 
MONDAY APRIL 28 7:00 AM EDT

AST APPOINTS NEW PRESIDENT AND CHIEF EXECUTIVE OFFICER

IRVINE, Calif.--(BUSINESS WIRE)--April 28, 1997--AST Research Inc. today 
announced Soon-Taek (S.T.) Kim was named president and chief executive officer 
following the resignation of Young Soo (Y.S.) Kim from both posts. Y.S. Kim, who
is resigning these positions for personal reasons, will remain as an AST board 
member.

S.T. Kim was formerly chief executive officer of Samsung Heavy Industries. Prior
to that position, he was vice president of the Samsung Group Office of the 
Executive Staff, reporting directly to chairman Kun-Hee Lee on major issues 
concerning the Samsung Group. S.T. Kim has served in senior-level executive 
positions at Samsung since 1985, where he has led successful turnaround efforts 
within the company's semiconductor, monitor and heavy industry ventures. He 
holds a bachelor's degree in economics from Kyongbuk National University, 
located in Kyongbuk, Korea.

S.T. Kim stated, "My immediate priority is to restore confidence in AST among 
our customers, vendors and employees as AST and Samsung continue to work 
together to complete the pending acquisition of AST by Samsung."

Kim said that AST will remain in its current Irvine headquarters.

On April 21, 1997, Samsung commenced a cash tender offer for any and all 
outstanding AST common shares not currently owned by it and its affiliates. The 
tender offer, which is for $5.40 per share in cash, is being made pursuant to a 
merger agreement between AST and Samsung dated April 14, 1997. The tender offer 
is scheduled to expire on May 19, 1997, unless extended. Under the merger 
agreement, if the tender offer is consummated, and subject to certain 
conditions, Samsung is obligated to acquire through a merger for $5.40 per share
in cash those shares not purchased in the tender offer.

AST Research Inc. develops and markets a broad spectrum of desktop, mobile and 
server PC products that are sold in more than 100 countries worldwide. AST 
systems meet a wide range of customer needs, ranging from corporate business 
applications to advanced home and home office use. Corporate headquarters is 
located at 16215 Alton Parkway, P.O. Box 57005, Irvine, Calif. 92619-7005. 
Telephone: 714/727-4141, Fax: 714/727-9335. Information about AST and its 
products can be found on the World Wide Web at http://www.ast.com.

CONTACT: AST Research Inc.
Emory Epperson, 714/727-7958




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