All Details on Western Digital/SanDisk Transaction

Western Digital Corp. has just published an 225-page SEC filing with all the details concerning its acquisition of SanDisk and especially all the numerous discussions between the two companies to finalize the deal and that began on December 5, 2014.

Another firm was interested in acquiring SanDisk but is only named “Company D.”

In the event that one of the two firms terminates the merger agreement, then Western Digital must pay SanDisk a termination fee of $1.06 billion.

We have extracted the following tables from the official SEC document:

Revenue’s Estimates of Western Digital (1), SanDisk (2) and Combined Companies
(in $ million)

Calendar Year	SanDisk	Y/Y Growth	Western Digital	Y/Y Growth	Combined Companies	Y/Y Growth
2015	5,543	NA	NA
2016	6,178	12%	13,289	NA	19,466	NA
2017	6,752	12%	13,006	-2%	19,238	-1%
2018	7,450	10%	12,697	-2%	19,295	0%
2019	8,015	8%	12,390	-2%	19,379	2%
2020	8,673	8%	12,297	-1%	19,920	3%
2021	9,310	7%	NA	NA
2022	9,789	5%	NA	NA
2023	10,176	4%	NA	NA

Western Digital was not optimistic on its growth in next years, expecting revenue slightly yearly declining, between 1% and 2%, until 2020. This trend will change with the addition of SanDisk seeing sales growing from 8% to 12% for the same period. It proves once more than the deal is an excellent operation for the HDD maker.

Golden Parachute Compensation
The following table shows certain compensation that will or may be paid or become payable to each of SanDisk’s named executive officers and that is based on or otherwise relates to the merger.

SanDisk’s executive officer	Total compensation in $
Sanjay Mehrotra, president and CEO	21,913,303
Judy Bruner, EVP, administration and CFO	5,795,194
Sumit Sadana, EVP, CSO and GM, enterprise solutions	4,948,077
Mark Brazeal, SVP and chief legal officer	2,246,609
Shuki Nir, SVP, corporate marketing, and GM, retail	3,268,576