Micron Technology, Inc., Reports Results for the Fourth Quarter and 2015 Fiscal Year

(1) Other operating expense for fiscal 2014 included a charge in the first quarter of $233 million to accrue a liability in connection with the company's settlement of all pending litigation between it and Rambus, Inc., including all antitrust and patent matters. The amount accrued represented the discounted value of amounts due under the arrangement. Other expense in the fourth quarter of fiscal 2014 and fiscal year 2014 included charges of $22 million and $40 million, respectively, primarily associated with the company's efforts to wind down and dispose of its 200mm operations, primarily in Agrate, Italy and Kiryat Gat, Israel, and charges associated with other workforce optimization activities.

(2) In the second quarter of 2014, the provisional amounts recorded in connection with the acquisition of Elpida Memory, Inc., now known as Micron Memory Japan, Inc. ("MMJ"), were adjusted, primarily for pre-petition liabilities, and the company recorded a non-operating expense of $33 million for these measurement period adjustments.

(3) Other non-operating income (expense) consisted of the following:

  4th Qtr. 3rd Qtr. 4th Qtr. Year Ended
  September 3, June 4, August 28, September 3, August 28,
  2015 2015 2014 2015 2014
Loss on restructure of debt $ (1) $ (18) $ (13) $ (49) $ (184)
Gain (loss) from changes in currency exchange rates (1) 1 (3) (27) (28)
Gain from disposition of interest in Aptina 119 1 119
Gain from issuance of Inotera shares 93 93
Other 20 1 2 22 8
   $ 18 $ (16)  $ 198 $ (53)  $ 8

In fiscal 2015, the company initiated a series of actions to restructure its debt, including:

  • Debt Conversions and SettlementHolders of substantially all of the company's remaining 2031B Notes (with an aggregate principal amount of $114 million) exercised their option in the fourth quarter of fiscal 2014 to convert their remaining notes and, in each case, the company elected to settle the conversion amount entirely in cash, resulting in aggregate payments of $389 million in the first quarter of fiscal 2015.
  • Cash RepurchasesRepurchased $368 million in aggregate principal amount of 2032 Notes and 2033 Notes for an aggregate of $1,019 million in cash.
  • Early Repayment of Debt: Repaid a $121 million note prior to its scheduled maturity.

These actions resulted in aggregate losses of $1 million, $18 million and $30 million in the fourth, third and first quarters of fiscal 2015, respectively. In fiscal 2014, the company recognized losses of $184 million from transactions to restructure its debt, including conversions and settlements, repurchases, exchange transactions and the early repayment of notes and capital leases.

The company previously held an equity interest in Aptina Imaging Corporation ("Aptina"), which was accounted for under the equity method. On August 15, 2014, ON Semiconductor Corporation completed its acquisition of Aptina. In connection therewith, the company recognized a gain of $119 million in the fourth quarter of fiscal 2014 based on its diluted ownership interest in Aptina of approximately 27%.

Other non-operating income in the fourth quarter of fiscal 2014 included a gain of $93 million recognized in connection with the issuances of common shares by Inotera Memory, Inc., an equity method investment of the company, in May 2014. As a result of the issuances, the company's interest in Inotera decreased to 33%.

(4) Income taxes for the fourth quarter of fiscal 2015 and fiscal year 2015 included a benefit of $58 million and expense of $80 million, respectively, related to changes in amounts of net deferred tax assets associated with the company's MMJ and MMT operations. The company's unrecognized tax benefits increased by approximately $120 million in fiscal 2015, primarily related to transfer pricing and other matters. Income taxes for the fourth quarter of fiscal 2014 and fiscal year 2014 included a benefit of $118 million and expense of $59 million, respectively, related to changes in amounts of net deferred tax assets associated with the company's MMJ and MMT operations. Remaining taxes for fiscal 2015 and 2014 primarily reflect taxes on the company's other non-U.S. operations. The company has a full valuation allowance for its net deferred tax asset associated with its U.S. operations. The provision (benefit) for taxes on U.S. operations for fiscal 2015 and 2014 was substantially offset by changes in the valuation allowance.

(5) Effective in the fourth quarter of 2015, the company adopted ASU 2015-03 – Simplifying the Presentation of Debt Issuance Costs. ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, as opposed to an asset. The new accounting standard required retrospective application and the financial information contained herein has been adjusted to reflect the impact of adopting this new accounting standard.

On April 30, 2015, the company issued $550 million in aggregate principal amount of 5.25% Senior Notes due January 2024 (the "2024 Notes") and $450 million in aggregate principal amount of 5.625% Senior Notes due January 2026 (the "2026 Notes"). Issuance costs for the 2024 Notes and 2026 Notes totaled $9 million.

On February 3, 2015, the company issued $1.00 billion in aggregate principal amount of 5.25% Senior Notes due August 2023 (the "2023 Notes"). Issuance costs for the 2023 Notes totaled $12 million.

In 2015, we recorded capital lease obligations aggregating $324 million, including $291 million related to equipment sale-leaseback transactions, at a weighted-average effective interest rate of 3.2%, payable in periodic installments through May 2019.

As of September 3, 2015, the company had revolving credit facilities available that provide for up to $842 million of additional financing based on eligible receivables and inventories and a term loan agreement available to obtain financing collateralized by certain property, plant, and equipment in the amount of 6.90 billion New Taiwan dollars or an equivalent amount in U.S. dollars (approximately $213 million as of September 3, 2015), of which the company drew $40 million on June 18, 2015.

MICRON TECHNOLOGY, INC.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(in millions except per share amounts)
     
  4th Qtr. 3rd Qtr.
  September 3, June 4,
  2015 2015
GAAP net income attributable to Micron  $ 471  $ 491
Non-GAAP adjustments:    
Restructure and asset impairments 1
Amortization of debt discount and other costs 33 34
Loss on restructure of debt 1 18
(Gain) loss from changes in currency exchange rates 1 (1)
(Gain) from remeasurement of equity interest (21)
Estimated tax effects of above items (13)
Non-cash taxes from MMJ and MMT (58) 67
Non-cash taxes from business acquisition activities (21)
Non-cash taxes from Inotera 6 10
Total non-GAAP adjustments (72) 129
Non-GAAP net income attributable to Micron  $ 399  $ 620
     
Number of shares used in diluted per share calculations:    
GAAP 1,124 1,170
Effect of capped calls (44) (31)
Non-GAAP 1,080 1,139
     
Diluted earnings per share:    
GAAP  $ 0.42  $ 0.42
Effects of above (0.05) 0.12
Non-GAAP  $ 0.37  $ 0.54




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