Elpida trustees, Micron amend sponsor agreement; plan submission OK'd

By Caroline Salls

Pittsburgh, Oct. 31 - Micron Technology, Inc. entered into an amendment to a reorganization sponsor agreement for Elpida Memory, Inc.'s Japanese corporate reorganization proceedings, according to an 8-K filed by Micron on Wednesday with the Securities and Exchange Commission.

The agreement was reached with Elpida trustees Nobuaki Kobayashi and Yukio Sakamoto.

Micron said the amendment provides for several technical changes to the sponsor agreement related to the implementation of the plans of reorganization for the Elpida companies.

The amendment also provides an additional closing condition.

Under that condition, Micron is not required to close the sponsor agreement transactions until the U.S. Bankruptcy Court for the District of Delaware issues a Chapter 15 recognition order or alternative actions or measures providing substantially the same benefits as a reorganization recognition order are completed or implemented.

Additionally, to account for delays in the plan of reorganization process, the amendment includes an extension of the time period for the Tokyo District Court to approve the Elpida companies' plans of reorganization before triggering a right for Micron to cancel the sponsor agreement.

Specifically, the plan approval period was extended to seven months after Aug. 21 from 18 weeks.

Plan submission approved

According to a Micron news release, Elpida received approval from the Tokyo District Court to submit its reorganization plan to creditors as part of its corporate reorganization proceedings.

Micron said the court also confirmed that a competing plan proposed by some of Elpida's creditors would not be submitted for creditor approval.

Elpida's plan calls for Micron to sponsor Elpida's reorganization and provides for the combination of the two companies, the release said.

"This is an important step forward in the reorganization process," Micron chief executive officer Mark Durcan said in the release.

"The combination of Micron and Elpida will create the world's second largest memory company with the strongest product portfolio in the industry."

Micron said the closing of the transaction remains subject to creditor approval and court and regulatory approvals in other countries and is expected to be completed in the first half of 2013.

Elpida, a Tokyo-based manufacturer of DRAM integrated circuits, filed for bankruptcy on March 19, 2012 to gain recognition of its Japanese proceedings. Its Chapter 15 case number is 12-10947.

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