SAN JOSE, Calif.--(BUSINESS WIRE)--
Western Digital Corp. (NASDAQ: WDC) today announced that several of its
SanDisk subsidiaries have sought preliminary injunctive relief in the
Superior Court of California for the County of San Francisco ("the
Court") preventing Toshiba Corporation ("Toshiba") from transferring its
three NAND flash-memory joint ventures ("the JVs") operated with Western
Digital until the request of the SanDisk subsidiaries for injunctive
relief in arbitration is decided by the arbitral tribunal.
Steve Milligan, chief executive officer of Western Digital, stated,
"Western Digital has been working tirelessly to reach an agreement that
is beneficial to all stakeholders. Toshiba Corporation's attempts to
circumvent our contractual rights have left us with no choice but to
take this action. It is our concern that, left unchecked, Toshiba would
pursue a course that clearly violates these rights and also runs
decidedly counter to the best interests of the JVs and also to the hard
working people at Toshiba Corporation's NAND Flash business in Japan.
Western Digital's desire to work collaboratively with Toshiba for the
benefit of the JVs and Japan is stronger than ever, and we will continue
to pursue a solution that is in the best interests of all parties."
Western Digital issued the following statement:
The anti-transfer provisions of the relevant agreements between Toshiba
and SanDisk, which govern their NAND flash memory joint ventures ("JV
agreements"), are unambiguous and explicitly require that Toshiba obtain
SanDisk's consent prior to any transfer of JV interests. Toshiba has
acknowledged and validated SanDisk's consent rights on multiple
occasions in the past.
While we have worked diligently with both Toshiba and the Japanese
government to develop a solution that is in the best interests of all
parties, Toshiba has continued to try to invent ways to circumvent
Western Digital's bargained-for consent rights under the JV agreements.
Toshiba has likewise continued to obstruct all of Western Digital's
efforts to achieve an amicable resolution. As a result, we have been
left with no choice but to take further steps to ensure that Toshiba
does not unilaterally pursue a course of action that violates our clear
contractual rights - one that would also be to the detriment of the JVs
and Japan at large.
Western Digital filed a request for injunctive relief in order to
protect its interest in the JVs and its consent rights. Toshiba has no
right to offer to transfer its JV interests to a third party and has no
ability to enter into any transaction with a third party without
obtaining our consent. We are confident in our ability to protect our
interests and rights.
On May 14, 2017, Western Digital announced that several of its SanDisk
subsidiaries filed a Request for Arbitration with the ICC International
Court of Arbitration related to the three NAND flash-memory joint
ventures operated with Toshiba, and Western Digital is moving forward
with the arbitration.
The Court filings will be available on the website for the Superior
Court of California, County of San Francisco, which can be accessed at http://sfsuperiorcourt.org/online-services.
About Western Digital
Western Digital is an industry-leading provider of storage technologies
and solutions that enable people to create, leverage, experience and
preserve data. The company addresses ever-changing market needs by
providing a full portfolio of compelling, high-quality storage solutions
with customer-focused innovation, high efficiency, flexibility and
speed. Our products are marketed under the HGST, SanDisk and WD brands
to OEMs, distributors, resellers, cloud infrastructure providers and
consumers. Financial and investor information is available on the
company's Investor Relations website at investor.wdc.com.
This news release contains certain forward-looking statements, including
statements concerning the JVs, SanDisk's rights under the JV agreements
and Western Digital's or SanDisk's actions in response to Toshiba's
agreement to sell its memory business. There are a number of risks and
uncertainties that may cause these forward-looking statements to be
inaccurate including, among others: uncertainties with respect to the
company's business ventures with Toshiba; volatility in global economic
conditions; business conditions and growth in the storage ecosystem;
impact of competitive products and pricing; market acceptance and cost
of commodity materials and specialized product components; actions by
competitors; unexpected advances in competing technologies; our
development and introduction of products based on new technologies and
expansion into new data storage markets; risks associated with
acquisitions, mergers and joint ventures; difficulties or delays in
manufacturing; and other risks and uncertainties listed in the company's
filings with the Securities and Exchange Commission (the "SEC"),
including the company's Form 10-Q filed with the SEC on May 8, 2017, to
which your attention is directed. You should not place undue reliance on
these forward-looking statements, which speak only as of the date
hereof, and the company undertakes no obligation to update these
forward-looking statements to reflect subsequent events or circumstances.
Western Digital, WD and SanDisk are registered trademarks or trademarks
of Western Digital Corporation or its affiliates in the U.S. and/or
other countries. Other trademarks, registered trademarks, and/or service
marks, indicated or otherwise, are the property of their respective
owners. © 2017 Western Digital Corporation or its affiliates. All rights
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Western Digital Corp.
Frank, Wilkinson Brimmer Katcher
Eric Brielmann / Jed Repko / Ed
415.869.3950 / 212.355.4449
Source: Western Digital Corp.
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