Instant Analysis: SanDisk and Western Digital Shareholders Approve Merger

What happened? Bride, meet groom. Hard-disk drive maker Western Digital's long-gestating buyout of its solid-state peer SanDisk was effectively approved by the shareholders of both companies in a pair of votes that occurred on Tuesday.

SanDisk investors were asked simply to say yes or no to Western Digital's proposal. The latter's stockholders, meanwhile, were voting on whether to issue fresh common stock for the purchase, effectively approving the deal.

At both companies, more than 90% of the votes were in favor of the merger.


Under the terms of the acquisition, Western Digital is to pay $67.50 in cash, plus nearly 0.24 of a share of its stock, per one share of SanDisk. This equates to around $78.39 per SanDisk share.

The price would have been higher, had Chinese company Unisplendour followed through with its ambition to invest almost $3.8 billion in Western Digital (providing more funds for the buyout). But earlier this year, it withdrew after a U.S. government agency decided to investigate the proposed investment for potential national security risks.

The deal is expected to to close in calendar Q2. It has already been approved by regulators in the U.S. and the European Union, among other markets. It still must be reviewed by China's regulatory authority.

Does it matter?It couldn't matter more. With a flick of the switch, aging tech giant Western Digital leaps breathlessly into modern storage technology. And SanDisk, a solid-state mainstay on the stock market, will no longer be an independent company.

The deal is expensive. All told, it's potentially going to cost the acquirer an estimated $17 billion in cash and stock, a burden that should weigh on its results for at least some time going forward. But it's a necessary step if it's going to stay competitive in the storage world.

As for SanDisk, the buyout has essentially been baked into its stock price for a while, so late-arrival investors won't gain much (if anything) from the deal. Patient ones willing to hold on, however, will be part of the tech sector's new behemoth. It might just be worth taking the ride, especially if the souped-up Western Digital can start to peel away from its competitors.

The article Instant Analysis: SanDisk and Western Digital Shareholders Approve Merger originally appeared on

Eric Volkman owns shares of SanDisk. The Motley Fool owns shares of Western Digital. Try any of our Foolish newsletter services free for 30 days. We Fools may not all hold the same opinions, but we all believe that considering a diverse range of insights makes us better investors. The Motley Fool has a disclosure policy.

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