Document


 
 
 
 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

January 14, 2019
Date of Report (date of earliest event reported)

MICRON TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)

Delaware
 
1-10658
 
75-1618004
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)

8000 South Federal Way
Boise, Idaho 83716-9632
(Address of principal executive offices)

(208) 368-4000
(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
 
 
 
 
 







Item 8.01.
Other Events.

On January 14, 2019, Micron Technology, Inc. announced it is exercising its right to purchase Intel Corporation’s interest in IM Flash Technologies, LLC. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01.
Financial Statements and Exhibits.
 
 
 
(d) Exhibits.

Exhibit No.
 
Description
99.1
 






SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
MICRON TECHNOLOGY, INC.
 
 
 
 
 
 
 
 
Date:
January 14, 2019
By:
/s/ David A. Zinsner
 
 
Name:
David A. Zinsner
 
 
Title:
Senior Vice President and Chief Financial Officer






INDEX TO EXHIBITS FILED WITH
THE CURRENT REPORT ON FORM 8-K



Exhibit
 
Description
99.1
 
Press release issued on January 14, 2019


Exhibit


Exhibit 99.1

FOR IMMEDIATE RELEASE
Contacts:
Farhan Ahmad
Erica Pompen
 
Investor Relations
Media Relations
 
farhanahmad@micron.com
epompen@micron.com
 
(408) 834-1927
(408) 834-1873


Micron Exercises Call Option to Acquire Remaining
Interest in IM Flash Technologies Joint Venture

Utah Facility Acquisition to Strengthen Micron’s Portfolio

BOISE, Idaho, Jan. 14, 2019 - Micron Technology, Inc., (NASDAQ: MU) today announced the company is exercising its right to purchase Intel’s interest in the parties’ joint venture, IM Flash Technologies, LLC (IM Flash). On Oct. 18, 2018, Micron disclosed its intention to exercise the option.

“The IM Flash acquisition will enable Micron to accelerate our R&D and optimize our manufacturing plan for 3D XPoint,” said Micron Technology President and CEO Sanjay Mehrotra. “The Utah-based facility provides us with the manufacturing flexibility and highly skilled talent to drive 3D XPoint development and innovation, and to deliver on our emerging technology roadmap.”

Micron anticipates that the pending acquisition will have no meaningful impact on overall non-GAAP financial results and foresees no changes to the company’s fiscal 2019 capital expenditures or long-term capital expenditure target. Micron has already consolidated the IM Flash joint venture, as reflected in its most recently reported financial statements. The transaction will close on a date in the next six to 12 months to be selected by Intel. At the time of close, Micron expects to pay approximately $1.5 billion in cash for the transaction. The payment will end Intel’s noncontrolling interest in IM Flash and eliminate IM Flash member debt on Micron’s balance sheet, which was $1 billion as of Nov. 29, 2018.

About Micron Technology, Inc.
We are an industry leader in innovative memory and storage solutions. Through our global brands - Micron®, Crucial® and Ballistix® - our broad portfolio of high-performance memory and storage technologies, including DRAM, NAND, NOR Flash and 3D XPoint™ memory, is transforming how the world uses information to enrich life. Backed by 40 years of technology leadership, our memory and storage solutions enable disruptive trends, including artificial intelligence, machine learning, and autonomous vehicles, in key market segments like cloud, data center, networking, mobile and automotive. Our common stock is traded on the NASDAQ under the MU symbol. To learn more about Micron Technology, Inc., visit www.micron.com.

©2019 Micron Technology, Inc. All rights reserved. Information, products, and/or specifications are subject to change without notice. Micron, the Micron logo, and all other Micron trademarks are the property of Micron Technology, Inc. All other trademarks are the property of their respective owners.

This press release contains forward-looking statements regarding the industry and our strategic position and financial results. These forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially. Please refer to the documents we file with the Securities and Exchange Commission, specifically our most recent Form 10-K and Form 10-Q. These documents contain and identify important factors that could cause our actual results to differ materially from those contained in these forward-looking statements. These certain factors can be found at www.micron.com/certainfactors. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. We are under no duty to update any of the forward-looking statements after the date of this release to conform these statements to actual results.