IRVINE, Calif., Nov. 6, 2014 /PRNewswire/ -- Western
Digital® Corp. (NASDAQ: WDC) announced today the pricing
of the previously announced underwritten secondary public offering
of 5,434,783 shares of its common stock by Hitachi, Ltd. (the
"Selling Stockholder"), at a price to the public of $96.00 per share. The Selling Stockholder has
also granted the underwriters a 30-day option to purchase up to an
additional 815,217 shares.
An aggregate amount of 25 million shares of the company's common
stock were issued to the Selling Stockholder in connection with
Western Digital's acquisition of Viviti Technologies Ltd., formerly
known as Hitachi Global Storage Technologies Holdings Pte. Ltd., in
March 2012. The Selling Stockholder
sold 12,500,000 of these shares on Nov. 6,
2013 in an underwritten offering. Upon completion of this
offering, the Selling Stockholder will beneficially own 7,065,217
shares of the company's common stock (6,250,000 shares if the
underwriters exercise in full their option to purchase additional
shares).
The company will not receive any of the proceeds from the
offering of the shares (including any shares sold pursuant to the
underwriters' option to purchase additional shares). The total
number of outstanding shares of the company's common stock will not
change as a result of the offering. No shares are being sold by the
company or any of its officers or directors in the offering.
Goldman, Sachs & Co. and BofA Merrill Lynch are acting as
lead book-running managers and J.P. Morgan Securities LLC and RBC
Capital Markets are acting as joint book-running managers for the
offering. The offering of the common stock is being made by means
of a prospectus only, copies of which may be obtained from Goldman,
Sachs & Co., Attn: Prospectus Department, 200 West Street,
New York, NY 10282, by telephone:
(866) 471-2526, or by emailing: prospectus-ny@ny.email.gs.com; from
BofA Merrill Lynch, 222 Broadway, New
York, NY 10038, Attention: Prospectus Department or by
emailing dg.prospectus_requests@baml.com; from J.P. Morgan
Securities LLC, c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, NY 11717,
or by telephone at (866) 803-9204; or from RBC Capital Markets,
Attn: Equity Syndicate, 200 Vesey Street, 8th Floor, New York, NY 10281, or by telephone at (877)
822-4089.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy any of the common stock or any
other securities, nor will there be any sale of the common stock or
any other securities in any state or jurisdiction in which such an
offer, solicitation or sale is not permitted. Any offer or sale
will be made only by means of a prospectus and, to the extent
applicable, a free writing prospectus which has or will be filed
with the Securities and Exchange Commission (the "SEC").
The company has filed a registration statement (including a
prospectus) with the SEC for the offering to which this
communication relates. Before you invest, you should read the
prospectus in that registration statement and other documents the
company has filed with the SEC for more complete information about
the company and the offering. You may obtain these documents for
free by visiting EDGAR on the SEC website at www.sec.gov.
About Western Digital
Founded in 1970, Western Digital Corp. (NASDAQ: WDC),
Irvine, Calif., is an
industry-leading developer and manufacturer of storage solutions
that enable people to create, manage, experience and preserve
digital content. Its HGST and WD® subsidiaries are
long-time innovators in the storage industry. Western Digital
Corporation is responding to changing market needs by providing a
full portfolio of compelling, high-quality storage products with
effective technology deployment, high efficiency, flexibility and
speed. Our products are marketed under the HGST, WD and
G-Technology™ brands to OEMs, distributors, resellers, cloud
infrastructure providers and consumers.
Forward Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements include statements
concerning the proposed secondary offering of common stock. These
forward-looking statements are based on management's current
expectations and are subject to risks and uncertainties that could
cause actual results to differ materially from those expressed or
implied in the forward-looking statements, including the
possibility that the proposed offering of the common stock will not
be successfully completed and other risks and uncertainties listed
in the company's filings with the SEC, including the company's
recent Form 10-Q filed with the SEC on Nov.
4, 2014. Readers are cautioned not to place undue reliance
on these forward-looking statements, which speak only as of the
date hereof, and the company does not undertake any obligation to
update these forward-looking statements to reflect subsequent
events or circumstances.
Western Digital, WD and the WD logo are registered trademarks in
the U.S. and other countries. Other marks may be mentioned herein
that belong to other companies.
Logo - http://photos.prnewswire.com/prnh/20000711/WDCLOGO
SOURCE Western Digital Corp.