8-KAcquisitions & DispositionsMaterial Agreements

MICRON TECHNOLOGY INC 8-K Report, Material Agreement (Apr 6, 2012)

Filed April 6, 2012For Securities:MU

Summary

This 8-K filing from Micron Technology Inc. (MU) on April 6, 2012, announces the closing of transactions related to its NAND flash memory product joint ventures with Intel Corporation. This significant event consolidates Micron's control over key aspects of its NAND flash memory business. The company has acquired Intel's stake in the IM Flash Singapore (IMFS) joint venture and has also acquired Intel's interest in the IM Flash Technologies (IMFT) manufacturing facility in Manassas, Virginia (MTV Facility). These transactions represent a strategic shift, increasing Micron's operational control and potentially its future profitability in the NAND flash market. The filing details the various agreements amended or entered into, including the MTV Asset Purchase and Sale Agreement and the Second Amended and Restated Limited Liability Company Operating Agreement of IM Flash Technologies, LLC. Investors should note the payment of approximately $600 million for these acquisitions, which is a substantial investment aimed at strengthening Micron's position in a critical memory segment.

Key Highlights

  • 1Micron Technology has successfully closed its NAND flash memory product joint venture transactions with Intel Corporation.
  • 2Micron has acquired Intel's interest in the IM Flash Singapore (IMFS) joint venture.
  • 3Micron has acquired Intel's interest in the IM Flash Technologies (IMFT) manufacturing facility in Manassas, Virginia (MTV Facility).
  • 4The acquisition cost was approximately $600 million, net of distributions received.
  • 5Several key agreements were entered into or amended, including asset purchase, operating agreements, and supply agreements.
  • 6This move signifies increased operational control for Micron over its NAND flash memory business.
  • 7Intel made a $300 million refundable deposit, which can be applied to future obligations.

Frequently Asked Questions

This filing announces the closing of transactions related to Micron's NAND flash memory product joint ventures with Intel. It signifies Micron's acquisition of Intel's stakes in key joint venture entities and facilities, leading to increased operational control for Micron in its NAND flash memory business.

Micron acquired Intel's stake in the IM Flash Singapore (IMFS) joint venture and Intel's interest in the IM Flash Technologies (IMFT) manufacturing facility in Manassas, Virginia (MTV Facility). This includes substantially all assets and liabilities of these operations.

Micron and its subsidiary Micron Singapore paid an aggregate purchase price of approximately $600 million, net of distributions received from IMFT and IMFS.

Intel made a $300 million refundable deposit that can be applied to Intel's payment obligations under a Wafer Supply Agreement. Any unapplied portion will be refunded within two years of the deposit agreement's execution or 30 days after the termination of the Wafer Supply Agreement.