IPO - unknown
Form Type: 424B4
Filing Date: 2025-06-06
Corporate Action: Ipo
Type: New
Accession Number: 000119312525137164
Filing Summary: On June 5, 2025, Sandisk Corporation filed a prospectus to offer 18,534,581 shares of its common stock. The shares are being sold by selling stockholders, primarily Western Digital Corporation (WDC), and Sandisk will not receive any proceeds from this sale. Following the offering, WDC is expected to retain 10,293,206 shares. This offering is part of a debt-for-equity exchange where WDC intends to relieve certain indebtedness by exchanging shares. The debt-for-equity exchange with affiliated parties is a precondition for the sale to underwriters and investors. The shares will be sold at a public offering price of $38.50 per share, totaling approximately $713.6 million. The offering includes underwriting options and is set for delivery on June 9, 2025. The document emphasizes the risk factors involved in investing in Sandisk's stock and outlines the operational strategy focused on continuous innovation and catering to diverse market segments in data storage.
Additional details:
Per Share Public Offering Price: 38.500
Total Public Offering Price: 713581368.50
Underwriting Discounts And Commission: 1.155
Total Underwriting Discounts And Commission: 21407441.06
Proceeds To Selling Stockholders Before Expenses: 372345
Option To Purchase Additional Shares: 2780187
Closing Price On Nasdaq: 39.12
Date Of Closing Price: 2025-06-05
Form Type: S-1MEF
Filing Date: 2025-06-05
Corporate Action: Ipo
Type: New
Accession Number: 000119312525136135
Filing Summary: Sandisk Corporation filed a Form S-1MEF registration statement with the SEC on June 5, 2025, to register 1,764,768 additional shares of common stock. This includes 230,187 shares subject to purchase upon the exercise of options granted to underwriters. The registration is under Rule 462(b) of the Securities Act of 1933 and is related to a prior registration statement (333-286626) which was declared effective on the same date. The contents of the prior registration, including all exhibits, are incorporated by reference into this statement. This registration will enable the selling stockholders to sell shares to the public as soon as practicable after its effectiveness, which could represent up to 20% of the aggregate offering price as detailed in the Filing Fee Table. Key legal representations and consents are also included as exhibits to the filing. The registration sets forth details necessary for compliance with the Securities Act and provides a formal avenue for the company to access further capital through the sale of the newly registered shares.
Additional details:
Approximate Date Of Commencement: As soon as practicable after this Registration Statement becomes effective
Additional Shares Registered: 1,764,768
Shares Subscribed By Underwriters: 230,187
Prior Registration Statement Number: 333-286626
Maximum Percentage Of Aggragate Price: 20%
Form Type: S-1/A
Filing Date: 2025-06-04
Corporate Action: Ipo
Type: Update
Accession Number: 000119312525134938
Filing Summary: This document represents an amendment (No. 3) to Sandisk Corporation's registration statement (Form S-1) under the Securities Act of 1933. Sandisk is offering 17,000,000 shares of its common stock for resale, primarily held by Western Digital Corporation (WDC), which will not receive any proceeds from this offering. The shares are part of a debt-for-equity exchange agreement between WDC and debt-for-equity exchange parties involving its existing indebtedness. Following the offering, WDC is expected to retain approximately 11,827,787 shares. The document outlines the conditions of the debt-for-equity exchange, which must be completed prior to the settlement of share sales to underwriters and prospective investors. Investing in Sandisk common stock entails risks, and potential investors are advised to review risk factors carefully. The company's stock trades on the Nasdaq under the symbol 'SNDK'.
Additional details:
Common Stock Offering Amount: 17000000
Selling Stockholder: Western Digital Corporation
Price Per Share: 38.64
Closing Date: 2025-06-03
Shares Owned After Offering: 11827787
Form Type: S-1/A
Filing Date: 2025-05-02
Corporate Action: Ipo
Type: Update
Accession Number: 000119312525110314
Filing Summary: This document is an amendment to Sandisk Corporation's registration statement under the Securities Act of 1933. It is primarily focused on the offering of up to 28,827,787 shares of common stock by Western Digital Corporation (WDC), which is the selling stockholder. The offering is part of WDC's strategy to dispose of its Sandisk shares to meet outstanding debt obligations under a loan agreement. The separation and distribution of Sandisk from WDC occurred on February 21, 2025, where WDC distributed 80.1% of Sandisk's common stock to its shareholders. The document outlines the risks associated with the offering, market conditions, and the operational strengths of Sandisk, which specializes in NAND flash storage technology with a diverse product portfolio catering to various end markets. The shares are registered under the Nasdaq symbol 'SNDK' and the document affirms that Sandisk does not expect to receive proceeds from the sale of shares as they are offered by WDC. Key financial data and an overview of the company's market position in the data storage industry are also discussed.
Additional details:
Name Of Company: Sandisk Corporation
Primary Sic:
Irs Employer Id: 99-1508671
Selling Stockholder: Western Digital Corporation
Total Shares Offer: 28,827,787
Closing Price Per Share: 32.11
Record Date: 2025-02-12
Distribution Date: 2025-02-21
Separation Type: spin-off
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