form8k-edbtech.htm
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
February
23, 2009
Date of
Report (date of earliest event reported)
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MICRON
TECHNOLOGY, INC.
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(Exact
name of registrant as specified in its
charter)
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Delaware
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1-10658
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75-1618004
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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8000
South Federal Way
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Boise,
Idaho 83716-9632
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(Address
of principal executive offices)
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(208)
368-4000
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(Registrant’s
telephone number, including area code)
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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))
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Item
1.01.
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Entry
into a Material Definitive
Agreement.
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On
February 23, 2009, the Company entered into a term loan agreement with the
Economic Development Board of the Republic of Singapore (“EDB”) that enables the
Company to borrow up to 300 million Singapore Dollars at 5.38% (the “Term
Loan”). The Company is required to use the proceeds from the Term
Loan to make equity contributions to its joint venture subsidiary, TECH
Semiconductor Singapore Pte. Ltd. (“TECH”). The Term Loan further
requires that TECH use the proceeds from the Company’s equity contributions to
purchase production assets and meet certain production milestones related to the
implementation of advanced process manufacturing. The Company can
draw on the Term Loan for a period of one year from the first drawing
date. The Company expects to draw 150 million Singapore Dollars on
February 27, 2009. Interest only is payable quarterly until 36 months
after the first drawing date, at which time the Term Loan becomes due and
payable. The Company is permitted to prepay the Term Loan without
incurring prepayment penalties. The Term Loan contains customary
affirmative, negative and financial covenants, including, among other
requirements, a restriction on TECH’s ability to create liens, incur
indebtedness, make loans and change its business, a requirement that the Company
maintain a certain percentage ownership of TECH’s shares, and a
restriction on the Company’s ability to merge or consolidate.
In
connection with the Term Loan, on February 23, 2009, the Company and TECH
entered into a Mortgage and Charge Agreement with EDB (the
“Agreement”). Pursuant to the terms of the Agreement, the Company
collateralized the Term Loan by pledging that portion of the Company’s shares in
TECH equal to 66% of TECH’s outstanding shares. Upon the Company’s
repayment of the outstanding principal and interest (and any then-existing
penalties), the pledge will be discharged. The Agreement contains
customary covenants, including, among other requirements, to make all payments
that may become due with respect to the pledged shares, to not sell, encumber or
dispose of the shares and to not do or allow anything that would depreciate,
jeopardize or otherwise prejudice the value of the shares. Upon an
event of a default under the Term Loan that is continuing, the Agreement grants
EDB, among other rights, the right to transfer to it full legal title to the
shares and to sell the shares to satisfy the Company’s indebtedness under the
Term Loan.
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Item
2.03.
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
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The
information set forth under “Item 1.01. Entry into a Material Definitive
Agreement” is incorporated herein by reference.
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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.
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MICRON
TECHNOLOGY, INC.
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Date:
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February
26, 2009
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By:
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/s/
Ronald C. Foster
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Name:
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Ronald
C. Foster
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Title:
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Chief
Financial Officer and
Vice
President of Finance
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