A Dark Vector Cognition product

Cover and table of contents

15K characters. Original on sec.gov · Markdown

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended November 30, 2023

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-10658

Micron Technology, Inc.

(Exact name of registrant as specified in its charter)

Delaware75-1618004
(State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
Address of principal executive offices, including zip code8000 S. Federal Way, Boise, Idaho 83716-9632
Registrant’s telephone number, including area code(208) 368-4000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.10 per shareMUNasdaq Global Select Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes☒No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large Accelerated FilerAccelerated FilerNon-Accelerated FilerSmaller Reporting CompanyEmerging Growth Company
☒☐☐☐☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒

The number of outstanding shares of the registrant’s common stock as of December 14, 2023 was 1,103,908,880.

Table of Contents

Introduction3
PART I. Financial Information
Item 1.Financial Statements:5
Consolidated Statements of Operations5
Consolidated Statements of Comprehensive Income (Loss)6
Consolidated Balance Sheets7
Consolidated Statements of Changes in Equity8
Consolidated Statements of Cash Flows9
Notes to Consolidated Financial Statements10
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations25
Results of Operations27
Liquidity and Capital Resources30
Item 3.Quantitative and Qualitative Disclosures about Market Risk32
Item 4.Controls and Procedures33
PART II. Other Information
Item 1.Legal Proceedings33
Item 1A.Risk Factors34
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds53
Item 5.Other Information54
Item 6.Exhibits55
Signatures56

micron-logo-black-rgb-75x21.jpg 2

Table of Contents

Definitions of Commonly Used Terms

As used herein, “we,” “our,” “us,” and similar terms include Micron Technology, Inc. and its consolidated subsidiaries, unless the context indicates otherwise. Abbreviations, terms, or acronyms are commonly used or found in multiple locations throughout this report and include the following:

TermDefinitionTermDefinition
2024 Term Loan ASenior Term Loan A due October 20242051 Notes3.477% Senior Notes due November 2051
2025 Term Loan ASenior Term Loan A due November 2025CACChina’s Cyberspace Administration
2026 Term Loan ASenior Term Loan A due November 2026DDRDouble data rate DRAM
2027 Term Loan ASenior Term Loan A due November 2027EBITDAEarnings before interest, taxes, depreciation, and amortization
2026 Notes4.975% Senior Notes due February 2026EUVExtreme ultraviolet lithography
2027 Notes4.185% Senior Notes due February 2027HBMHigh-bandwidth memory, a stacked DRAM technology optimized for memory-bandwidth intensive applications
2028 Notes5.375% Senior Notes due April 2028LPDRAMLow-power DRAM
2029 A Notes5.327% Senior Notes due February 2029MCPMultichip packaged solutions with managed NAND and LPDRAM
2029 B Notes6.750% Senior Notes due November 2029MicronMicron Technology, Inc. (Parent Company)
2030 Notes4.663% Senior Notes due February 2030NRVNet realizable value
2032 Green Bonds2.703% Senior Notes due April 2032Revolving Credit Facility$2.5 billion Revolving Credit Facility due May 2026
2033 A Notes5.875% Senior Notes due February 2033SOFRSecured Overnight Financing Rate
2033 B Notes5.875% Senior Notes due September 2033SSDSolid state drive
2041 Notes3.366% Senior Notes due November 2041

We are an industry leader in innovative memory and storage solutions transforming how the world uses information to enrich life for all. With a relentless focus on our customers, technology leadership, and manufacturing and operational excellence, Micron delivers a rich portfolio of high-performance DRAM, NAND, and NOR memory and storage products through our Micron® and Crucial® brands. Every day, the innovations that our people create fuel the data economy, enabling advances in artificial intelligence and 5G applications that unleash opportunities — from the data center to the intelligent edge and across the client and mobile user experience.

Micron, Crucial, any associated logos, and all other Micron trademarks are the property of Micron. Other product names or trademarks that are not owned by Micron are for identification purposes only and may be the trademarks of their respective owners.

Available Information

Investors and others should note that we announce material financial information about our business and products through a variety of means, including our investor relations website (investors.micron.com), filings with the U.S. Securities and Exchange Commission (“SEC”), press releases, public conference calls, blog posts (micron.com/about/blog), and webcasts. We use these channels to achieve broad, non-exclusionary distribution of information to the public and for complying with our disclosure obligations under Regulation FD. Therefore, we encourage investors, the media, and others interested in our company to review the information we post on such channels.

3 | 2024 Q1 10-Q

Table of Contents

Forward-Looking Statements

This Form 10-Q contains trend information and other forward-looking statements that involve a number of risks and uncertainties. Such forward-looking statements may be identified by words such as "anticipate," "expect," "intend," "pledge," "committed," "plan," "opportunities," "future," "believe," "target," "on track," "estimate," "continue," "likely," "may," "will," "would," "should," "could," and variations of such words and similar expressions. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. Specific forward-looking statements include, but are not limited to, statements such as those made regarding potential change in our effective tax rate; the timing for construction and ramping of production for new memory manufacturing fabs in the United States; intent to make investments at our backend facility in Xi’an, China and build a new assembly and test facility in Gujarat, India; expected wafer starts and underutilization charges for the second quarter of 2024, the payment of future cash dividends; market conditions and profitability in our industry; the impact of the Cyberspace Administration of China decision; capital spending in 2024; and the sufficiency of our cash and investments. Our actual results could differ materially from our historical results and those discussed in the forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, those identified in “Part II. Other Information – Item 1A. Risk Factors.”

micron-logo-black-rgb-75x21.jpg 4

Table of Contents

PART I. FINANCIAL INFORMATION

Next: Item 1. FINANCIAL STATEMENTS