MICRON TECHNOLOGY,INC. (NASDAQ:MU) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On October11, 2017, Micron Technology,Inc., a Delaware corporation (“Micron”), entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, as underwriter (the “Underwriter”) relating to the issuance and sale of approximately29.3 million shares of common stock, par value $0.10 per share (the “Common Stock”), of the Company. The Common Stock was issued and sold in a public offering to the Company’s Registration Statement on FormS-3 (File No.333-220882), including the prospectus contained therein, filed by the Company with the Securities and Exchange Commission under the Securities Act of 1933, as amended, a preliminary prospectus supplement dated October10, 2017 and a related final prospectus supplement dated October11, 2017 (the “Offering”). In addition, Micron granted the Underwriter an option to purchase approximately up to an additional 4.4 million shares of Common Stock. Micron estimates that the net proceeds from the offering will be approximately $1.19 billion, after deducting underwriting discounts and commissions, fees and estimated offering expenses.
The Underwriting Agreement includes customary representations, warranties and covenants by the Company. Under the terms of the Underwriting Agreement, the Company has agreed to indemnify the Underwriter against certain liabilities.
The description of the Underwriting Agreement contained herein is qualified in its entirety by reference to the Underwriting Agreement filed as Exhibit1.1 to this Current Report on Form8-K which is incorporated herein by reference.
Item 8.01. Other Events.
In connection with the Offering, the legal opinion as to the legality of the Common Stock sold is being filed as Exhibit5.1 to this Current Report on Form8-K and is incorporated by reference herein.