Western Digital 1998 Annual Report Download - page 53

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(3) Exhibits
Exhibit
Number Description
3.2.2 By-laws of the Company, as amended March 20, 1997(14)
3.3 Certificate of Agreement of Merger(2)
3.4.1 Certificate of Amendment and Restatement of Certificate of Incorporation dated March 27,
1997(14)
4.1 Rights Agreement between the Company and First Interstate Bank, Ltd., as Rights Agent, dated
as of December 1, 1988 (incorporated by reference to Exhibit 1 to the Company's Current
Report on Form 8-K as filed with the Securities and Exchange Commission on December 12,
1988)
4.2 Amendment No. 1 to Rights Agreement by and between the Company and First Interstate Bank,
Ltd. dated as of August 10, 1990 (incorporated by reference to Exhibit 1 to the Company's
Current Report on Form 8-K as filed with the Securities and Exchange Commission on August
14, 1990)
4.2.1 Amendment No. 2 to Rights Agreement dated as of January 19, 1997, by and between Western
Digital Corporation and American Stock Transfer & Trust Company, as Rights Agent
(incorporated by reference to Exhibit 1 to the Company's Current Report on Form 8-K as filed
with the Securities and Exchange Commission on February 5, 1997)
4.3 Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred
Stock of the Company (incorporated by reference to Exhibit A of Exhibit 1 to the Company's
Current Report on Form 8-K as filed with the Securities and Exchange Commission on
December 12, 1988)
4.4 Purchase Agreement dated February 12, 1998, by and between the Company and the Initial
Purchasers named therein(19)
4.5 Indenture, dated as of February 18, 1998, between the Company and State Street Bank and
Trust Company of California, N.A.(19)
4.6 Registration Rights Agreement, dated as of February 18, 1998, by and between the Company
and the Initial Purchasers named therein(19)
4.7 The Company's Zero Coupon Convertible Subordinated Debenture due 2018 and the Global
Form of the Company's Zero Coupon Convertible Subordinated Debenture due 2018 (which is
identical to the Company's Zero Coupon Convertible Subordinated Debenture due 2018,
except for certain provisions as marked)(19)
10.1.3 Western Digital Corporation Amended and Restated Employee Stock Option Plan, as amended
on November 13, 1997* **
10.3.2 Western Digital Corporation 1993 Employee Stock Purchase Plan, as amended on November
13, 1997* **
10.4 Receivables Contribution and Sale Agreements, dated as of January 7, 1994 by and between
the Company, as seller, and Western Digital Capital Corporation, as buyer(5)
10.5 Receivables Purchase Agreement, dated as of January 7, 1994, by and among Western Digital
Capital Corporation, as seller, the Company, as servicer, the Financial Institutions listed
therein, as bank purchasers and J.P. Morgan Delaware, as administrative agent(5)
10.6 First Amendment to Receivables Purchase Agreement, dated March 23, 1994, by and between
Western Digital Corporation, as seller and the Financial Institutions listed therein as bank
purchasers and administrative agents(5)
10.7 Assignment Agreement, dated as of March 23, 1994, by and between J. P. Morgan Delaware
as Bank Purchaser and Assignor and the Bank of California, N.A. and the Long-term Credit
Bank of Japan, LTD., Los Angeles Agency, as Assignees(5)
10.8 Asset Purchase Agreement dated December 16, 1993 by and between Motorola, Inc. and
Western Digital regarding the sale and purchase of Western Digital's wafer fabrication
facilities and certain related assets(4)