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
April
2, 2009
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):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4c))
|
Item
2.02.
|
Results
of Operations and Financial
Condition.
|
On April
2, 2009, the Company announced its financial results for the fiscal quarter
ended March 5, 2009. 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
2.05.
|
Costs
Associated with Exit or Disposal
Activities.
|
In
response to a severe downturn in the semiconductor memory industry and global
economic conditions, the Company initiated restructure plans in 2009. In
the first quarter of 2009, IM Flash, a joint venture between the Company
and Intel, terminated its agreement with the Company to obtain NAND Flash memory
supply from the Company’s Boise facility, reducing the Company’s NAND Flash
production by approximately 35,000 200mm wafers per month. In addition,
the Company and Intel agreed to suspend tooling and the ramp of NAND Flash
production at IM Flash’s Singapore wafer fabrication facility. On February
23, 2009, the Company announced that it will phase out all remaining 200mm wafer
manufacturing operations at its Boise, Idaho, facility, reducing employment
there by as many as 2,000 positions by the end of fiscal 2009.
As a result of these actions, the Company recorded a net $66 million credit to
restructure in the first quarter of fiscal 2009 and a restructure charge of $105
million in the second quarter of fiscal 2009, primarily attributable to the
Company’s Memory segment. The net credit in the first quarter of fiscal
2009 includes a $144 million gain in connection with the termination of the NAND
Flash supply agreement, charges of $56 million to reduce the carrying value of
certain 200mm wafer manufacturing equipment at its Boise, Idaho facility and
charges of $22 million for severance and other termination benefits. The
charge in the second quarter of fiscal 2009 includes charges of $87 million to
reduce the carrying value of certain 200mm wafer manufacturing equipment at its
Boise, Idaho facility and charges of $17 million for severance and other
termination benefits. Excluding any gains or losses from sales of
equipment, the Company expects to incur additional restructure costs through
fiscal 2009 of approximately $27 million, comprised primarily of severance and
other employee related costs.
|
Item
9.01.
|
Financial
Statements and Exhibits.
|
|
(d) Exhibits.
|
|
|
The
following exhibits are filed
herewith:
|
|
Exhibit No.
|
Description
|
|
|
99.1
|
Press
Release issued on April 2, 2009
|
|
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:
|
April
2, 2009
|
By:
|
/s/
Ronald C.
Foster
|
|
Name:
|
Ronald
C. Foster
|
||
|
Title:
|
Chief
Financial Officer and
Vice
President of Finance
|
||
INDEX
TO EXHIBITS FILED WITH
THE
CURRENT REPORT ON FORM 8-K DATED APRIL 2, 2009
|
Exhibit
|
Description
|
|
|
99.1
|
Press
Release issued on April 2, 2009
|
|
EXHIBIT
99.1
FOR
IMMEDIATE RELEASE
|
Contacts:
|
Kipp
A. Bedard
|
Daniel
Francisco
|
|
Investor
Relations
|
Media
Relations
|
|
|
kbedard@micron.com
|
dfrancisco@micron.com
|
|
|
(208)
368-4400
|
(208)
368-5584
|
MICRON TECHNOLOGY, INC.,
REPORTS RESULTS FOR THE
SECOND QUARTER OF FISCAL
2009
BOISE, Idaho, April 2, 2009 –
Micron Technology, Inc., (NYSE: MU) today announced results of operations for
the company’s second quarter of fiscal 2009, which ended March 5, 2009. For the
second quarter of fiscal 2009, the company posted a net loss of $751 million, or
$0.97 per diluted share, on net sales of $1.0 billion. These results reflect a
number of cash and non-cash items resulting in a net charge of $120 million in
the second quarter of fiscal 2009. The company ended the quarter with cash and
investments of $932 million.
The
imbalance of supply and demand for semiconductor memory products continued in
the second quarter, resulting in significant decreases in the company’s per
gigabit average selling prices compared to the preceding quarter. Revenue from
sales of DRAM products decreased approximately 30 percent in the second quarter
compared to the first quarter principally due to a 30 percent decrease in
selling prices. Sales volumes for DRAM products remained relatively stable
comparing the same periods. Revenue from sales of NAND Flash products decreased
20 percent in the second quarter compared to the first quarter due to a 13
percent decrease in selling prices and an eight percent decrease in sales
volume.
Memory
production in the second quarter was relatively flat compared to the preceding
quarter. Increases in bit production of NAND Flash products resulting from the
company’s transitions to higher density 34nm NAND Flash products were offset by
decreases in production resulting from the company’s decision to slow down DRAM
production at its 200mm facilities and to discontinue production of 200mm NAND
Flash wafers at its Boise facility.
“We are
actively managing our overall cost structure, capital expenditures and
technology execution, which are driving our operating margins ahead of
industry trend lines,” said Steve Appleton, Micron Chairman and CEO. “Notably,
our 34nm NAND technology is ramping rapidly and is providing a competitive
differentiation in this challenging economic environment.”
The
company’s gross margin on sales of memory products improved 11 percent in the
second quarter compared to the previous quarter, resulting from decreases in per
gigabit manufacturing costs and the benefit in the second quarter from sales of
products previously written-down, partially offset by decreases in selling
prices. Cost of goods sold includes charges for unused production capacity,
including charges from the company’s Inotera and IM Flash joint ventures.
Excluding the effects of the inventory write-downs and idle capacity charges,
per gigabit costs declined significantly for both DRAM and NAND Flash
products.
Sales of
CMOS image sensors in the second quarter decreased 54 percent compared to the
preceding quarter as a result of a sharp decline in unit sales stemming from
weakness in consumer markets. The company’s gross margin on sales of Imaging
products was two percent in the second quarter compared to 29 percent in
the first quarter, primarily resulting from higher per unit manufacturing costs
associated with a significant decrease in the level of production.
The
company’s cost-cutting and restructuring activities have yielded reductions in
operating costs and contributed to the company’s cash flow from operating
activities in the second quarter. In addition, the company recently announced
that it will phase out the remaining 200mm wafer production at its Boise
facility. As a result, the company recorded a restructure charge of $105 million
in the second quarter of fiscal 2009, including $17 million of employee-related
costs and $87 million of equipment write-downs.
The
company will host a conference call today at 2:30 p.m. MDT to discuss its
financial results. The call, audio and slides will be available online at
www.micron.com. A webcast replay will be available on the company’s web site
until April 2, 2010. A taped audio replay of the conference call will also be
available at (706) 645-9291 (conference number: 90786047) beginning at 5:30 p.m.
MDT today and continuing until 5:30 p.m. MDT on April 9, 2009.
Micron
Technology, Inc., is one of the world’s leading providers of advanced
semiconductor solutions. Through its worldwide operations, Micron manufactures
and markets DRAM, NAND Flash memory, CMOS image sensors, other semiconductor
components, and memory modules for use in leading-edge computing, consumer,
networking and mobile products. Micron’s common stock is traded on the New York
Stock Exchange (NYSE) under the MU symbol. To learn more about Micron
Technology, Inc., visit www.micron.com.
MICRON
TECHNOLOGY, INC.
CONSOLIDATED
FINANCIAL SUMMARY
(in
millions except per share data)
|
2nd
Qtr.
|
1st
Qtr.
|
2nd Qtr.
|
Six
Months Ended
|
|||||||||||||||||
|
Mar.
5,
|
Dec.
4,
|
Feb.
28,
|
Mar.
5,
|
Feb.
28,
|
||||||||||||||||
|
2009
|
2008
|
2008
|
2009
|
2008
|
||||||||||||||||
|
Net
sales
|
$ | 993 | $ | 1,402 | $ | 1,359 | $ | 2,395 | $ | 2,894 | ||||||||||
|
Cost
of goods sold (1)
|
1,260 | 1,851 | 1,402 | 3,111 | 2,932 | |||||||||||||||
|
Gross
margin
|
(267 | ) | (449 | ) | (43 | ) | (716 | ) | (38 | ) | ||||||||||
|
Selling,
general and administrative
|
90 | 102 | 120 | 192 | 232 | |||||||||||||||
|
Research
and development
|
168 | 178 | 180 | 346 | 343 | |||||||||||||||
|
Goodwill
impairment (2)
|
58 | -- | 463 | 58 | 463 | |||||||||||||||
|
Restructure
(3)
|
105 | (66 | ) | 8 | 39 | 21 | ||||||||||||||
|
Other
operating (income) expense (4)
|
20 | 9 | (42 | ) | 29 | (65 | ) | |||||||||||||
|
Operating
loss
|
(708 | ) | (672 | ) | (772 | ) | (1,380 | ) | (1,032 | ) | ||||||||||
|
Interest
income (expense), net
|
(31 | ) | (20 | ) | 3 | (51 | ) | 12 | ||||||||||||
|
Other
non-operating income (expense)
|
(3 | ) | (9 | ) | (6 | ) | (12 | ) | (7 | ) | ||||||||||
|
Income
tax benefit (provision) (5)
|
(4 | ) | (13 | ) | 4 | (17 | ) | (3 | ) | |||||||||||
|
Equity
in net losses of equity method investees (6)
|
(56 | ) | (5 | ) | -- | (61 | ) | -- | ||||||||||||
|
Noncontrolling
interests in net income
|
51 | 13 | (6 | ) | 64 | (9 | ) | |||||||||||||
|
Net
loss
|
$ | (751 | ) | $ | (706 | ) | $ | (777 | ) | $ | (1,457 | ) | $ | (1,039 | ) | |||||
|
Loss
per share:
|
||||||||||||||||||||
|
Basic
|
$ | (0.97 | ) | $ | (0.91 | ) | $ | (1.01 | ) | $ | (1.88 | ) | $ | (1.35 | ) | |||||
|
Diluted
|
(0.97 | ) | (0.91 | ) | (1.01 | ) | (1.88 | ) | (1.35 | ) | ||||||||||
|
Number
of shares used in per share calculations:
|
||||||||||||||||||||
|
Basic
|
773.9 | 773.3 | 772.4 | 773.6 | 772.2 | |||||||||||||||
|
Diluted
|
773.9 | 773.3 | 772.4 | 773.6 | 772.2 | |||||||||||||||
|
2nd
Qtr.
|
1st
Qtr.
|
2nd Qtr.
|
Six
Months Ended
|
|||||||||||||||||
|
Mar.
5,
|
Dec.
4,
|
Feb.
28,
|
Mar.
5,
|
Feb.
28,
|
||||||||||||||||
|
2009
|
2008
|
2008
|
2009
|
2008
|
||||||||||||||||
|
Period-end
inventory write-down
|
$ | 234 | $ | 369 | $ | 15 | $ | 603 | $ | 77 | ||||||||||
|
Estimated
net effect of previous write-downs
|
(277 | ) | (157 | ) | (50 | ) | (434 | ) | (64 | ) | ||||||||||
|
Restructure
|
105 | (66 | ) | 8 | 39 | 21 | ||||||||||||||
|
Goodwill
impairment
|
58 | -- | 463 | 58 | 463 | |||||||||||||||
| $ | 120 | $ | 146 | $ | 436 | $ | 266 | $ | 497 | |||||||||||
CONSOLIDATED
FINANCIAL SUMMARY, Continued
|
As
of
|
||||||||||||
|
Mar.
5,
|
Dec.
4,
|
Aug.
28,
|
||||||||||
|
2009
|
2008
|
2008
|
||||||||||
|
Cash
and short-term investments
|
$ | 932 | $ | 1,028 | $ | 1,362 | ||||||
|
Receivables
|
654 | 1,031 | 1,032 | |||||||||
|
Inventories
(1)
|
859 | 883 | 1,291 | |||||||||
|
Total
current assets
|
2,523 | 3,037 | 3,779 | |||||||||
|
Property,
plant and equipment, net
|
7,910 | 8,460 | 8,811 | |||||||||
|
Total
assets (6)
|
11,526 | 12,676 | 13,430 | |||||||||
|
Accounts
payable and accrued expenses
|
950 | 943 | 1,111 | |||||||||
|
Current
portion of long-term debt
|
353 | 343 | 275 | |||||||||
|
Total
current liabilities
|
1,637 | 1,635 | 1,598 | |||||||||
|
Long-term
debt
|
2,542 | 2,523 | 2,451 | |||||||||
|
Noncontrolling
interests in subsidiaries
|
2,344 | 2,702 | 2,865 | |||||||||
|
Total
shareholders’ equity
|
4,742 | 5,484 | 6,178 | |||||||||
|
Six
Months Ended
|
||||||||
|
Mar.
5,
|
Feb.
28,
|
|||||||
|
2009
|
2008
|
|||||||
|
Net
cash provided by operating activities
|
$ | 698 | $ | 558 | ||||
|
Net
cash used for investing activities
|
(618 | ) | (925 | ) | ||||
|
Net
cash used for financing activities
|
(391 | ) | (117 | ) | ||||
|
Depreciation
and amortization
|
1,134 | 1,015 | ||||||
|
Expenditures
for property, plant and equipment
|
(375 | ) | (1,306 | ) | ||||
|
Cash
(paid to) received from noncontrolling interests
|
(444 | ) | 192 | |||||
|
Payments
on equipment purchase contracts
|
(98 | ) | (274 | ) | ||||
|
Noncash
equipment acquisitions on contracts
|
||||||||
|
payable and capital
leases
|
175 | 297 | ||||||
The
company’s second quarters of fiscal 2009 and fiscal 2008 included 13 weeks,
while the company’s first quarter of fiscal 2009 included 14 weeks. The
company’s first six months of fiscal 2009 and fiscal 2008 included 27 weeks and
26 weeks, respectively.
|
(1)
|
The
company’s results of operations for the second and first quarters of
fiscal 2009 and second quarter of fiscal 2008 include charges of $234
million, $369 million and $15 million, respectively, to write down the
carrying value of work in process and finished goods inventories of memory
products (both DRAM and NAND Flash) to their estimated market
values.
|
|
(2)
|
In
the second quarter of fiscal 2009, in accordance with FASB Statement No.
142, “Goodwill and Other Intangible Assets,” the company performed a test
to determine whether its goodwill associated with its Imaging segment was
impaired. Based on the results of the test, the company wrote off all of
the $58 million of goodwill associated with its Imaging segment as of
March 5, 2009. Additionally, in the second quarter of fiscal 2008, the
company wrote off all of the $463 million of goodwill associated with its
Memory segment as of February 28,
2008.
|
|
(3)
|
In
the second quarter of fiscal 2009, in response to a sustained severe
downturn in the semiconductor memory industry and global economic
conditions, the company announced that it would phase out all remaining
200mm wafer manufacturing operations at its Boise, Idaho, facility. The
200mm wafer manufacturing phase-out is expected to reduce employment at
the company’s Boise facility by as many as 2,000 positions by the end of
fiscal 2009. As a result of these actions, the company recorded a
restructure charge of $105 million in the second quarter of fiscal 2009,
including $87 million of equipment impairment charges and $17 million of
severance and other employee related
costs.
|
|
|
In
the first quarter of fiscal 2009, the company announced a
restructuring of its memory operations. As part of the restructure, IM
Flash Technologies (“IMFT”), a joint venture between the company and Intel
Corporation (“Intel”), terminated its agreement with the company to supply
NAND Flash memory from the company’s Boise facility, reducing IMFT’s NAND
Flash production by approximately 35,000 200mm wafers per month. As a
result of these actions, the company recorded a net $66 million credit to
restructure in the first quarter of fiscal
2009.
|
|
(4)
|
Other
operating (income) expense for the second quarter and first six months of
fiscal 2009 include losses of $29 million and $43 million, respectively,
on disposals of semiconductor equipment. Other operating (income) expense
for the second quarter and first six months of fiscal 2008 includes gains
of $47 million and $57 million, respectively, on disposals of
semiconductor equipment and a gain of $38 million in receipts from the
U.S. government in connection with anti-dumping tariffs, received in the
first quarter of fiscal 2008.
|
|
(5)
|
Income
taxes for fiscal 2009 and 2008 primarily reflect taxes on the company’s
non-U.S. operations and U.S. alternative minimum tax. The company has a
valuation allowance for its net deferred tax asset associated with its
U.S. operations. Tax attributable to U.S. operations in fiscal 2009 and
2008 were substantially offset by changes in the valuation
allowance.
|
|
(6)
|
In
the first quarter of fiscal 2009, the company acquired from Qimonda AG
approximately 35.5% of the outstanding common stock of Inotera Memories,
Inc. (“Inotera”) in a series of transactions for $398 million. The
company’s results of operations for the second quarter of fiscal 2009
include a $56 million net loss on equity method investments for the
Company’s share of Inotera’s loss from the acquisition date to December
31, 2008. The carrying value of the company’s investment in Inotera as of
March 5, 2009 was $323 million.
|
|
|
In
connection with the acquisition, the company entered into a loan agreement
with Nan Ya Plastics Corporation (“NPC”), pursuant to which NPC made a
loan to the company in the principal amount of $200 million, the proceeds
of which were used to pay for a portion of the purchase price of the
shares in Inotera. In addition, the company entered into a loan agreement
with Inotera, pursuant to which Inotera made a loan to the company in the
principal amount of $85 million, the proceeds of which are to be used for
general corporate purposes. The loans were recorded at their fair values
and reflect an aggregate discount of $31 million from their face amounts.
The aggregate discount was reflected as a reduction in the basis of the
company’s investment in
Inotera.
|