8-KMaterial Agreements

MICRON TECHNOLOGY INC 8-K Report, Material Agreement (Mar 5, 2007)

Filed March 5, 2007For Securities:MU

Summary

This 8-K filing by Micron Technology, Inc. on March 5, 2007, primarily details the formation of a new NAND flash memory joint venture in Singapore named IM Flash Singapore LLP (IMFS) with Intel Corporation. IMFS will be owned 51% by Micron's subsidiary and 49% by Intel's subsidiary initially, with Micron consolidating its financial results. The venture aims to manufacture NAND flash memory products based on jointly developed designs, utilizing 300mm wafer technology. Furthermore, the filing discusses amendments to existing agreements related to the prior NAND flash joint venture, IM Flash Technologies, LLC (IMFT). These amendments, along with an Omnibus Agreement, aim to streamline management and planning for both joint ventures, and provide mechanisms for managing their potential dissolution. Investors should note that the forward-looking statements highlight significant risks and uncertainties associated with the success and financial impact of these joint ventures, including capital contributions, market demand, pricing pressures, manufacturing execution, and potential litigation.

Key Highlights

  • 1Micron Technology and Intel have formed a new joint venture, IM Flash Singapore LLP (IMFS), to manufacture NAND flash memory products.
  • 2Micron's subsidiary will hold a 51% ownership stake in IMFS, with Intel's subsidiary holding 49%.
  • 3Micron will consolidate the financial results of IMFS.
  • 4IMFS will manufacture NAND flash memory using 300mm wafer technology, based on designs owned by Intel and licensed to Micron.
  • 5Agreements governing the existing IMFT joint venture have been amended to align with the creation of IMFS and provide for joint management.
  • 6A new Omnibus Agreement allows for collective manufacturing planning and joint management of dissolution for both IMFT and IMFS.
  • 7The filing includes forward-looking statements outlining potential risks and uncertainties related to the joint ventures' operations and financial performance.

Frequently Asked Questions

The primary purpose of IMFS is to manufacture NAND flash memory products. It is a new joint venture formed by Micron Technology and Intel Corporation to leverage their combined expertise and resources in this market.

Initially, Micron's subsidiary, Micron Semiconductor Asia Pte. Ltd., will own 51% of IMFS, while Intel's subsidiary, Intel Technology Asia Pte. Ltd., will own 49%. Both parties are expected to contribute additional capital in proportion to their ownership interests over the next three years.

Micron will consolidate the financial condition and results of operations of IMFS with its own. This means IMFS's financial performance will be included in Micron's overall financial statements.

The amendments to the IMFT agreements and the new Omnibus Agreement are designed to create a more unified management structure for both the original IMFT and the new IMFS joint ventures. They allow Micron and Intel to collectively provide input on manufacturing planning, jointly manage the dissolution of these ventures, and ensure coordinated intellectual property licensing.