From the 8-K: On September 30, 1998, Micron Technology, Inc. (the "Company" or "Micron")
completed its acquisition (the "Acquisition") of substantially all of the memory
operations of Texas Instruments, Inc. ("TI") pursuant to an Acquisition
Agreement, dated as of June 18, 1998, as amended (the "Agreement"). As
consideration in the Acquisition, TI received approximately 28.9 million shares
of Micron Common Stock, $740 million principal amount of convertible
subordinated notes (the "Convertible Notes") and $210 million principal amount
of subordinated notes (the "Subordinated Notes"). In addition, as part of the
Acquisition, the Company received $550 million in cash and TI and the Company
entered into a ten-year royalty-free patent cross license, that commences on
January 1, 1999. The Agreement provides for cash adjustments to ensure that
current assets minus the sum of current and noncurrent assumed liabilities of
the acquired operations is $150 million as of September 30, 1998.
..The terms of the deal apparently changed. There are many interesting things in the 8-K. including: (wonder what the pricing for this agreement is??)
" TI had a 29.9% interest in
TECH and a 25% interest in KTI and had the obligation as well as the right to
purchase 100% of the production meeting TI specifications of each joint venture.
Similar to TI, with respect to TECH and KTI, Micron has an obligation and right
to purchase 100% of the production meeting Micron specifications of each joint
venture." |
