Western Digital Announces Secondary Offering By Hitachi

Western Digital Corp. announced an underwritten secondary public offering of 5,434,783 shares of its common stock by Hitachi, Ltd. (the selling stockholder).

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, it 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.