Crucial 2013 Annual Report Download - page 25

24
ITEM 2. PROPERTIES
Our corporate headquarters are located in Boise, Idaho. The following is a summary of our principal facilities as of August
29, 2013:
Location Principal Operations
Boise, Idaho R&D, including wafer fabrication; reticle manufacturing; test and module assembly
Lehi, Utah Wafer fabrication
Manassas, Virginia Wafer fabrication
Singapore Three wafer fabrication facilities and a test, assembly and module assembly facility
Aguadilla, Puerto Rico Module assembly and test
Xi’an, China Module assembly and test
Kiryat Gat, Israel Wafer fabrication
Muar, Malaysia Assembly and test
Taichung City, Taiwan Wafer fabrication
Hiroshima, Japan Wafer fabrication
Akita, Japan Module assembly and test
Substantially all of of the capacity of the facilities listed above are fully utilized. Our Inotera joint venture also has a
300mm wafer fabrication facility in Kueishan, Taiwan. Under our supply agreement with Inotera, we purchase substantially all
of the output of Inotera. We also own and lease a number of other facilities in locations throughout the world that are used for
design, research and development, and sales and marketing activities.
In September 2013, we entered into an agreement to sell our 200mm wafer fabrication equipment in Kiryat Gat, Israel to
Intel and to terminate the related facility lease with Intel. If this transaction is completed, Intel will manufacture wafers for us
at the Kiryat Gat facility through 2014 through a series of arrangements.
Our facility in Lehi is owned and operated by our IMFT joint venture with Intel. (See "Item 8. Financial Statements and
Supplementary Data – Notes to Consolidated Financial Statements – Consolidated Variable Interest Entities – IM Flash" note.)
We believe that our existing facilities are suitable and adequate for our present purposes. We do not identify or allocate
assets by operating segment. (See "Item 8. Financial Statements and Supplementary Data – Notes to Consolidated Financial
Statements – Geographic Information" note.)
ITEM 3. LEGAL PROCEEDINGS
Reorganization Proceedings of the Elpida Companies
On July 31, 2013, we completed the acquisition of Elpida Memory, Inc. ("Elpida"), a Japanese corporation, pursuant to the
terms and conditions of an Agreement on Support for Reorganization Companies (as amended, the "Sponsor Agreement") that
we entered into on July 2, 2012, with the trustees of Elpida and one of its subsidiaries, Akita Elpida Memory, Inc., a Japanese
corporation ("Akita" and, together with Elpida, the "Elpida Companies") pursuant to and in connection with the Elpida
Companies' pending corporate reorganization proceedings under the Corporate Reorganization Act of Japan.
The Elpida Companies filed petitions for commencement of corporate reorganization proceedings with the Tokyo District
Court (the "Japan Court") under the Corporate Reorganization Act of Japan on February 27, 2012, and the Japan Court issued
an order to commence the reorganization proceedings (the "Japan Proceedings") on March 23, 2012. On July 2, 2012, we
entered into the Sponsor Agreement with the legal trustees of the Elpida Companies and the Japan Court approved the Sponsor
Agreement. Under the Sponsor Agreement, we agreed to provide certain support for the reorganization of the Elpida
Companies, and the trustees agreed to prepare and seek approval from the Japan Court and the Elpida Companies' creditors of
plans of reorganization consistent with such support.