<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )*
MAI SYSTEMS CORPORATION
-----------------------------------------
(Name of Issuer)
COMMON STOCK
-----------------------------------------
(Title of Class of Securities)
552620 20 5
-----------------------------------------
(CUSIP Number)
*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
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 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
Page 1 of 10
<PAGE> 2
CUSIP NO. 552620 20 5 SCHEDULE 13G PAGE 2 OF 9 PAGES
--------------------- ----- -----
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CSA HOLDINGS LTD.
---------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ]
(B) [ ]
---------------------------------------------------------------------
(3) SEC USE ONLY
---------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
SINGAPORE
---------------------------------------------------------------------
(5) SOLE VOTING POWER -0-
NUMBER OF
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER 517,319*
OWNED BY
EACH --------------------------------------------------------
REPORTING (7) SOLE DISPOSITIVE POWER -0-
PERSON WITH
--------------------------------------------------------
(8) SHARED DISPOSITIVE POWER 517,319*
--------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
517,319*
---------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES* [ ]
---------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%*
---------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON*
CO
---------------------------------------------------------------------
*Subject to adjustment. See "Additional Explanation" below.
Page 2 of 10
<PAGE> 3
CUSIP NO. 552620 20 5 SCHEDULE 13G PAGE 2 OF 9 PAGES
--------------------- ----- -----
(1) NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
CSA PTE. LTD.
---------------------------------------------------------------------
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A) [ ]
(B) [ ]
---------------------------------------------------------------------
(3) SEC USE ONLY
---------------------------------------------------------------------
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
SINGAPORE
---------------------------------------------------------------------
(5) SOLE VOTING POWER -0-
NUMBER OF
SHARES --------------------------------------------------------
BENEFICIALLY (6) SHARED VOTING POWER 517,319*
OWNED BY
EACH --------------------------------------------------------
REPORTING (7) SOLE DISPOSITIVE POWER -0-
PERSON WITH
--------------------------------------------------------
(8) SHARED DISPOSITIVE POWER 517,319*
--------------------------------------------------------
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
517,319*
---------------------------------------------------------------------
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN
SHARES* [ ]
---------------------------------------------------------------------
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.1%*
---------------------------------------------------------------------
(12) TYPE OF REPORTING PERSON*
CO
---------------------------------------------------------------------
*Subject to adjustment. See "Additional Explanation" below.
Page 3 of 10
<PAGE> 4
ITEM 1. ISSUER'S NAME AND ADDRESS OF PRINCIPLE EXECUTIVE OFFICER
(a) MAI Systems Corporation (the "Issuer")
(b) 9600 Jeronimo Road
Irvine, CA 92718
ITEM 2. INFORMATION CONCERNING PERSON FILING
(a) Name of Person Filing:
CSA Holdings Ltd.
(b) Address of Principal Business Office or, if None, Residence:
221 Henderson Road #08-01
Henderson Building
Singapore 159557.
(c) Citizenship:
Not applicable
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
552620 20 5
ITEM 3. STATUS OF PERSON FILING
Not applicable.
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned:517,319*
(b) Percent of Class: 5.1%*
(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote: -0-
(ii) shared power to vote or direct the vote: 517,319*
(iii) sole power to dispose or to direct the disposition
of: -0-
(iv) shared power to dispose or to direct the disposition
of: 517,319*
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON
Not applicable
*Subject to adjustment. See "Additional Explanation" below.
Page 4 of 10
<PAGE> 5
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF SUBSIDIARY WHICH
ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING
COMPANY
Not applicable.
ITEM 8. IDENTIFICATION AND CLASSIFICATION MEMBERS OF THE GROUP
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable.
ITEM 10. CERTIFICATION
Not applicable.
Page 5 of 10
<PAGE> 6
ITEM 1. ISSUER'S NAME AND ADDRESS OF PRINCIPLE EXECUTIVE OFFICER
(a) MAI Systems Corporation (the "Issuer")
(b) 9600 Jeronimo Road
Irvine, CA 92718
ITEM 2. INFORMATION CONCERNING PERSON FILING
(a) Name of Person Filing:
CSA Pte. Ltd.
(b) Address of Principal Business Office or, if None, Residence:
221 Henderson Road #08-01
Henderson Building
Singapore 159557.
(c) Citizenship:
Not applicable
(d) Title of Class of Securities:
Common Stock
(e) CUSIP Number:
552620 20 5
ITEM 3. STATUS OF PERSON FILING
Not applicable.
ITEM 4. OWNERSHIP
(a) Amount Beneficially Owned:517,319*
(b) Percent of Class: 5.1%*
(c) Number of shares as to which such person has:
(i) sole power to vote or direct the vote: -0-
(ii) shared power to vote or direct the vote: 517,319*
(iii) sole power to dispose or to direct the disposition
of: -0-
(iv) shared power to dispose or to direct the disposition
of: 517,319
ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Not applicable.
ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER
PERSON
Not applicable
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF SUBSIDIARY WHICH ACQUIRED
THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
Not applicable.
Page 6 of 10
<PAGE> 7
ITEM 8. IDENTIFICATION AND CLASSIFICATION MEMBERS OF THE GROUP
Not applicable.
ITEM 9. NOTICE OF DISSOLUTION OF GROUP
Not applicable.
ITEM 10. CERTIFICATION
Not applicable.
Page 7 of 10
<PAGE> 8
ADDITIONAL EXPLANATION:
On August 9, 1996, MAI Systems Corporation, a Delaware corporation
("MAI"), issued 1,184,385 shares of its Common Stock to Hotel Information
Systems, Inc., a California corporation ("HIS"), in exchange for substantially
all of the assets of HIS (the "Acquisition"). CSA Pte. Ltd., a Singapore
corporation ("CSA"), a wholly-owned subsidiary of CSA Holdings Ltd., was at that
time a holder of preferred stock of HIS. In addition, prior to the Acquisition
CSA held a convertible debenture (the "Debenture") of HIS. MAI assumed the
obligations of HIS under the Debenture as part of the Acquisition and on August
9, 1996, MAI issued 122,919 shares of MAI Common Stock to CSA Pte. Ltd. in
payment of the Debenture. On February 3, 1997, HIS distributed 394,400 shares of
MAI Common Stock to CSA as a liquidating distribution with respect to the HIS
preferred stock held by CSA. Pursuant to a Put/Call and Registration Rights
Agreement dated as of August 9, 1996 between MAI and HIS, upon the sale by CSA
of the shares of MAI Common Stock held by it in compliance with the terms of
such agreement, MAI is required to issue additional shares to CSA (or the
purchaser from CSA) so that the aggregate price realized by CSA in such sale
equals the number of shares sold multiplied by a per share price initially equal
to $9.25 and increased monthly after August 9, 1996 by 1/12 of the annualized
yield for United States government securities with a maturity of six months (the
"T-bill yield"). On February 9, 1998, the last sale price of MAI's Common Stock
on the American Stock Exchange was $1.75, and if CSA sold all of its shares of
MAI Common Stock on such date in compliance with the terms of the Put/Call
Agreement, MAI would be required to issue an additional 2,217,081 shares to CSA
or the purchaser in the transaction, plus a number of shares equivalent to the
T-bill yield since August 9, 1996.
Page 8 of 10
<PAGE> 9
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: February 11, 1998
CSA HOLDINGS LTD.
By: /s/ Kevin Kwok
-----------------------------
Kevin Kwok
Chief Financial Officer
COMPACT SYSTEM ADVISORS (PRIVATE)
LIMITED
By: /s/ Kevin Kwok
-----------------------------
Kevin Kwok
Chief Financial Officer
Page 9 of 10
<PAGE> 10
EXHIBIT A
Agreement of Joint Filing
Each of the undersigned hereby agrees that they are filing jointly pursuant to
Rule 13d-1(f)(1) of the Securities Exchange Act of 1934, as amended, the
Statement dated February 11, 1998, containing the information required by
Schedule 13G, for the shares of Common Stock of MAI Systems Corporation, which
are held of record by Computer Systems Advisors (Private) Limited and CSA Pte.
Ltd. and beneficially owned by the undersigned.
Each of the undersigned hereby expressly disclaims beneficial ownership of any
of such shares as to which he or it does not have an actual pecuniary interest.
DATED: February 11, 1998
CSA HOLDING LTD.
By: /s/ Kevin Kwok
-----------------------------
Kevin Kwok
Chief Financial Officer
COMPUTER SYSTEMS ADVISORS (PRIVATE)
LIMITED
By: /s/ Kevin Kwok
-----------------------------
Kevin Kwok
Chief Financial Officer
Page 10 of 10
