8-KOther Events

MICRON TECHNOLOGY INC 8-K Report, Corporate Update (Jun 3, 2010)

Filed June 3, 2010For Securities:MU

Summary

Micron Technology, Inc. (MU) filed an 8-K report on June 3, 2010, detailing the exercise of a call option by Hynix Semiconductor, Inc. ("Hynix") to purchase Micron's indirect wholly-owned subsidiary Numonyx Holdings B.V.'s ("Numonyx") 20.71% interest in the Hynix JV for an estimated $423 million. This event is a direct consequence of Micron's acquisition of Numonyx completed in May 2010 and is governed by the terms of the original joint venture agreement. Furthermore, the Hynix JV has notified Numonyx B.V. of its intent to terminate the JV Supply Agreement, which is a significant revenue source for Numonyx. While Micron is seeking to ensure continuity of supply, there is no guarantee of commercially acceptable terms. Additionally, the report outlines Numonyx B.V.'s obligations to deposit a portion of the proceeds from the sale into a pledged account with DBS Bank to secure its guarantee of a $250 million loan to the Hynix JV.

Key Highlights

  • 1Hynix exercised a call option to purchase Numonyx's 20.71% stake in the Hynix JV for an estimated $423 million.
  • 2The exercise of the call option is a result of Micron's recent acquisition of Numonyx.
  • 3The Hynix JV intends to terminate the JV Supply Agreement with Numonyx B.V. concurrent with the equity transfer.
  • 4Termination of the JV Supply Agreement could significantly impact Numonyx's revenue, as it relies on sales of products supplied under this agreement.
  • 5Micron is actively working to secure continued supply of these products on commercially acceptable terms, but success is not guaranteed.
  • 6Numonyx B.V. is obligated to deposit $250 million of the sale proceeds into a pledged account at DBS Bank to secure its guarantee of a loan to the Hynix JV.

Frequently Asked Questions

The primary event is the exercise of a call option by Hynix Semiconductor, Inc. to purchase Micron's subsidiary Numonyx's 20.71% interest in the Hynix JV for an estimated $423 million.

The termination of the JV Supply Agreement is significant because a substantial portion of Numonyx's revenue depends on sales of products supplied by the Hynix JV under this agreement. Micron is seeking to ensure continued supply but cannot guarantee it will be on favorable terms.

Numonyx B.V. is required to deposit $250 million of the proceeds from the sale of its Hynix JV interest into a pledged account at DBS Bank. These funds will secure Numonyx's guarantee of a $250 million loan made by DBS to the Hynix JV.

The closing is expected to occur on the later of August 10, 2010, or the fifth business day after all required consents and approvals are received or waiting periods expire.