8-K/AMaterial AgreementsExhibits & Filings

MICRON TECHNOLOGY INC 8-K/A Report, Material Agreement (Jul 31, 2012)

Filed July 31, 2012For Securities:MU

Summary

Micron Technology, Inc. (MU) filed an amendment to its Form 8-K, primarily to include an exhibit: the English translation of the Agreement on Support for Reorganization Companies (Sponsor Agreement). This agreement, dated July 2, 2012, was entered into with the trustees of Elpida Memory, Inc. and its subsidiary, Akita Elpida Memory, Inc. The filing indicates that this amendment is to provide full transparency regarding a material definitive agreement. While the core agreement is now available, the filing also notes that certain portions of the Sponsor Agreement, specifically several attachments related to financial terms, cost structures, and post-closing actions, have been omitted under a confidential treatment request. Micron has filed these omitted portions separately with the SEC and will provide them upon request, subject to confidentiality. This suggests that while the broad framework of the Elpida acquisition/support is disclosed, detailed financial and operational specifics remain confidential for competitive or strategic reasons.

Key Highlights

  • 1Micron Technology filed an amended 8-K to include the Sponsor Agreement related to Elpida Memory, Inc.
  • 2The Sponsor Agreement is with the trustees of Elpida Memory, Inc. and Akita Elpida Memory, Inc.
  • 3The agreement is dated July 2, 2012, with the filing date of the amendment being July 30, 2012.
  • 4This amendment serves to provide Exhibit 2.1, the English translation of the Sponsor Agreement.
  • 5Certain attachments to the Sponsor Agreement have been omitted due to a confidential treatment request.
  • 6Omitted attachments include details on excluded prepaid claims, DIP financing, capital expenditure facilities, and cost-plus model implementation.
  • 7Micron has filed omitted information separately with the SEC and will furnish upon request, subject to confidentiality.

Frequently Asked Questions

The primary purpose of this amended 8-K filing is to provide investors and the public with the English translation of the Agreement on Support for Reorganization Companies (Sponsor Agreement) with the trustees of Elpida Memory, Inc. This agreement is a material definitive agreement that Micron entered into.

Certain portions of the Sponsor Agreement, specifically several attachments detailing financial and operational aspects like excluded prepaid claims, financing terms, and cost models, were omitted pursuant to a confidential treatment request. Micron has filed these omitted details separately with the SEC and will make them available upon request, while reserving the right to maintain confidentiality.

The Sponsor Agreement, entered into with the trustees of Elpida Memory, Inc., likely signifies a significant step in Micron's strategic activities concerning Elpida, potentially related to an acquisition, support, or restructuring process. The inclusion of this agreement in a filing indicates its material importance to Micron's business operations and future outlook.