Western Digital Closes Offerings of $1.875 Billion Of Senior Secured Notes

Western Digital Corporation has closed its previously announced offerings of $1.875 billion aggregate principal amount of 7.375% senior secured notes due 2023 and $3.35 billion aggregate principal amount of 10.500% senior unsecured notes due 2024 to qualified institutional buyers in the United States pursuant to Rule 144A under the Securities Act of 1933, as amended, and to certain non-United States persons in transactions outside the United States pursuant to Regulation S under the Securities Act.

The proceeds of the offerings were deposited into escrow, pending the closing of Western Digital’s previously announced proposed merger with SanDisk Corporation. Western Digital intends to use the proceeds from the offerings, together with the proceeds from other financing transactions, to finance the merger with SanDisk, refinance indebtedness of Western Digital and SanDisk and pay related fees and expenses. The notes were issued by Western Digital, and guaranteed, jointly and severally on a senior basis, by certain of Western Digital’s subsidiaries.

The notes and related guarantees have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States or to, or for the benefit of, U.S. persons absent registration under, or an applicable exemption from, the registration requirements of the Securities Act.

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