Summary
Sandisk Corporation (SNDK), a wholly owned subsidiary of Western Digital Corporation (WDC), has filed an 8-K report detailing the effectiveness of Amendment No. 3 to its Registration Statement on Form 10. This filing is a critical step towards the previously announced spin-off of WDC's flash business into an independent, publicly traded entity. The spin-off will be executed through a pro rata distribution of 80.1% of Sandisk's shares to existing WDC stockholders. This event marks Sandisk's transition to becoming a standalone company. Investors should note the key dates provided: the final information statement is expected to be mailed to WDC stockholders on or about January 31, 2025. Trading of Sandisk common stock is anticipated to commence on a "when-issued" basis on the Nasdaq under the ticker "SNDK" one business day after the record date of February 12, 2025. The spin-off is targeted for completion by 11:59 p.m. Pacific time on February 21, 2025, with regular-way trading beginning on February 24, 2025. Investors are advised to review the information statement for comprehensive details regarding the company, risks, and the transaction itself.
Key Highlights
- 1SEC declares effective Sandisk Corporation's (SNDK) Registration Statement on Form 10, Amendment No. 3.
- 2This is a preparatory step for the spin-off of Western Digital Corporation's (WDC) flash business.
- 3WDC will distribute 80.1% of Sandisk's shares to WDC stockholders via a pro rata distribution.
- 4Sandisk is expected to become an independent, publicly traded company following the spin-off.
- 5Shares of Sandisk (SNDK) will begin trading on a "when-issued" basis on Nasdaq on or about February 13, 2025.
- 6The spin-off is expected to be effective on February 21, 2025, with regular trading of SNDK starting February 24, 2025.
- 7Completion of the spin-off is subject to satisfaction or waiver of certain conditions outlined in the information statement.