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SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
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Schedule TO
Tender Offer Statement
Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act Of 1934
READ-RITE CORPORATION
(Name of Subject Company (issuer))
READ-RITE CORPORATION, as issuer
(Names of Filing Persons (identifying status as offeror, issuer or other
person))
10% CONVERTIBLE SUBORDINATED NOTES DUE SEPTEMBER 1, 2004
(Title of Class of Securities)
755246AA3
(CUSIP Number of Class Securities)
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Cyril J. Yansouni
Chief Executive Officer
READ-RITE CORPORATION
345 Los Coches Street
Milpitas, California 95035
(Name, Address and Telephone Numbers of Person Authorized to Receive Notices
and Communications on Behalf of Filing Persons)
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Copies to:
John A. Fore, Esq. Abigail Arms, Esq.
WILSON SONSINI GOODRICH & ROSATI SHEARMAN & STERLING
650 Page Mill Road 801 Pennsylvania Avenue, N.W.
Palo Alto, CA 94304 Washington, D.C. 20004
(650) 493-9300 (202) 508-8000
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CALCULATION OF FILING FEE
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Transaction Valuation Amount of filing fee
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$70,725,000(1) $18,672
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(1) Pursuant to Rule 457(f)(1) under the Securities Act of 1933, this amount is
the market value as of January 25, 2000 of the maximum amount of 6 1/2%
Convertible Subordinated Notes due September 1, 2004 that may be received
by the Registrant from tendering holders in the exchange offer.
Registration fee previously paid in connection with the Registrant's
Registration Statement on Form S-4 filed January 27, 2000.
[X] Check the box if any part of the fee is offset as provided by Rule 0-
11(a)(2) and identify the filing with which the offsetting fee was
previously paid. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
Amount Previously Paid: $77,147
Form or Registration No.: S-4 (File No. 333-95527)
Filing Party: Read-Rite Corporation
Date Filed: January 27, 2000
[_] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
[_] third-party tender offer subject to Rule 14d-1.
[X] issuer tender offer subject to Rule 13e-4.
[_] going-private transaction subject to Rule 13e-3.
[_] amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting the results
of the tender offer: [_]
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Investors are urged to read all documents filed with the Commission related to
this offer, including the Schedule TO to which this press release is being filed
as an exhibit and the S-4 (file number 333-95527) relating to the exchange
offer, as they contain important information. Investors can receive copies of
any of the documents related to this offer for free at the Commission's web site
and they are available for free from the registrant by writing or telephoning it
at the following address:
Investor Relation's Department
Read-Rite Corporation
345 Los Coches Street
Milpitas, California 95035
(510) 683-7676
Investors can also receive information concerning the exchange offer by calling
the information agent, Georgeson Shareholder Communications Inc., at (800) 223-
2064 or the dealer manger, Robertson Stephens, at (800) 234-2663.
FOR IMMEDIATE RELEASE
CONTACT: Read-Rite Corporation
Investment Community: Media:
Jane Conn John DiMatteo
(510) 683-7676 (510) 683-7379
READ-RITE ANNOUNCES REVISED CONVERSION PRICE ON EXCHANGE OFFER
MILPITAS, CA - March 10, 2000 -- Read-Rite Corporation (Nasdaq: RDRT) today
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announced that the conversion price for the exchange offer of the 6 1/2 %
convertible subordinated notes for new 10% convertible subordinated notes has
been set at $4.51, which is a 15% premium over the daily volume weighted average
price of the company's common stock for the period March 6, 2000 through March
10, 2000. The exchange offer is scheduled to expire at 12:00 midnight Eastern
Standard Time on Wednesday, March 15, 2000.
Read-Rite Corporation is one of the world's leading independent
manufacturers of magnetic recording heads, head gimbal assemblies (HGAs) and
head stack assemblies (HSAs) for disk drives and tape drives. The company is
headquartered in Milpitas, California and has operations in Japan, Thailand, the
Philippines and Singapore. The company's home page on the world wide web can be
reached at http://www.readrite.com.
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