Western Digital Targets $3.09B Sale of 7.51M Sandisk Shares at 9.4% Discount
Western Digital is marketing 7.51 million Sandisk shares in a $3.09 billion secondary offering priced at $535–$555 each, a discount of up to 9.4% from the $590.59 close. Transaction structured as a share-for-debt exchange with JPMorgan and Bank of America to complete the spinoff within a year and avoid tax penalties.
1. Western Digital Launches $3.09B Sandisk Offering
Western Digital filed to sell its remaining 7.51 million Sandisk shares in a $3.09 billion secondary placement. The shares are marketed at $535–$555 apiece, reflecting a maximum 9.4% markdown from the last close of $590.59.
2. Structured Debt Exchange Mechanism
Rather than an open-market sale, the transaction will exchange Sandisk shares for debt held by JPMorgan and Bank of America affiliates. Those banks will then place the shares with underwriters, preserving Western Digital’s balance sheet flexibility.
3. Oversubscription and Market Reaction
Demand is reportedly strong, with the deal well oversubscribed despite a 3% drop in Sandisk’s after-hours price to $574.10. Western Digital’s own shares remained near flat at $283.33 during the session.
4. Tax-Driven Timing Pressure
Western Digital must exit its Sandisk stake within one year of the February 2025 spinoff to avoid potential tax liabilities. This structural deadline is a key driver behind the accelerated sale process.