1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) December 23, 1993 ----------------- WESTERN DIGITAL CORPORATION ------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 1-8703 95-2647125 - ---------------------------- ------------ ------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 8105 Irvine Center Drive, Irvine, California 92718 - ----------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (714) 932-5000 -------------- N/A ------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 2 Item 2. ACQUISITION OR DISPOSITION OF ASSETS. On December 23, 1993, Western Digital Corporation ("Western Digital") sold its Irvine, California silicon wafer fabrication facility and related assets to the Semiconductor Products Sector of Motorola, Inc. ("Motorola") for approximately $110.6 million ($103.9 million in cash and a $6.7 million note payable over the 60-day period after closing), plus certain other considerations, including the assumption by Motorola of equipment leases associated with the facility. Concurrent with the sale, Western Digital entered into a supply contract for at least two years whereby Motorola will supply Western Digital with a significant portion of its silicon wafer requirements. The agreements with Motorola are a result of arms-length negotiations between the parties. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. Exhibit Description - -------- ----------- 1 Asset Purchase Agreement dated December 16, 1993 by and between Motorola, Inc. and Western Digital regarding the sale and purchase of Western Digital's wafer fabrication facilities and certain related assets. 2 Supply Agreement dated December 16, 1993 by and between Motorola, Inc. and Western Digital regarding the supply of wafers to Western Digital. 2 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. WESTERN DIGITAL CORPORATION Date: January 4, 1994 By: ROBERT L. ERICKSON Robert L. Erickson Vice President, Law and Secretary 3 4 EXHIBIT INDEX Exhibit Sequentially Number Description Numbered Page --------- ------------- --------------- 1 Asset Purchase Agreement dated December 16, 1993 by and between Motorola, Inc. and Western Digital regarding the sale and purchase of Western Digital's wafer fabrication facilities and certain related assets. 2 Supply Agreement dated December 16, 1993 by and between Motorola, Inc. and Western Digital regarding the supply of wafers to Western Digital (confidential treatment is being sought).