Western Digital → SanDisk

Western Digital's purchase of SanDisk, agreed at about $19bn in October 2015 and completed for $15.6bn in May 2016, joined a leading hard-drive maker to a leading flash-memory maker — a combination Western Digital unwound nine years later by spinning Sandisk off again, just before a boom in flash demand.

When Unisplendour withdrew its investment in Western Digital in February 2016, the lower cash-and-share alternative written into the agreement applied; the price at completion was $15.59bn.

Value
$19B
Announced
October 2015
Completed
May 2016
Sector
Technology
Deal type
acquisition
Acquirer
Western Digital (United States)
Target
SanDisk (United States)

Why it mattered

Western Digital made hard disk drives, whose shipments were falling, and wanted a secure place in flash storage. SanDisk brought 27 years of flash expertise and, through a 15-year joint venture with Toshiba, a captive supply of NAND chips; Western Digital said the deal would double its addressable market. The October 2015 offer valued SanDisk at $86.50 a share, about $19bn, in cash and shares, backed by $18.4bn of new debt facilities. The mix depended on whether Unisplendour, a Chinese company, completed a separate $3.775bn investment for about 15% of Western Digital.

That condition decided which price applied. In February 2016 the Committee on Foreign Investment in the United States said it would investigate the Unisplendour investment, and Unisplendour's subsidiary terminated it. SanDisk holders therefore received the alternative consideration already written into the merger agreement — $67.50 in cash and 0.2387 Western Digital shares — worth $78.50 a share on 22 February, after Western Digital's own shares had fallen. The deal completed on 12 May 2016 at an aggregate purchase price of $15.59bn, and by 1 July Western Digital carried $17.5bn of debt. It expected $500m of annual synergies within 18 months, rising to $1.1bn by 2020.

What it left behind

The Toshiba partnership tied Western Digital to its partner's fortunes. Toshiba sold its memory business, now Kioxia, to a Bain Capital-led consortium in 2018, and talks to merge Kioxia with Western Digital's flash business collapsed in October 2023 after opposition from SK Hynix, an indirect investor in Kioxia. On 30 October 2023 Western Digital announced it would separate hard drives from flash, arguing each needed its own capital structure. Sandisk returned to Nasdaq under its old ticker, SNDK, on 24 February 2025, led by Western Digital's chief executive David Goeckeler. Data-centre sales and higher prices then lifted Sandisk's revenue 175% to $20.25bn in fiscal 2026, with net income of $11.43bn. A combination can suit one cycle and not the next: Western Digital bought flash to become "media-agnostic" as hard-disk volumes fell, yet the flash business had its strongest years only after it stood alone.

Source: en.wikipedia.org

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