-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WgHDgJOaNUKF4c/PWvMBAEoWTvwy+KG5FbpF7Z48N9FVg50rLbNG0NfDBs61dssS OsOFb/XGrsGhfYN1czciqw== 0000891618-03-003503.txt : 20030710 0000891618-03-003503.hdr.sgml : 20030710 20030710132435 ACCESSION NUMBER: 0000891618-03-003503 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20030527 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030710 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SANDISK CORP CENTRAL INDEX KEY: 0001000180 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572] IRS NUMBER: 770191793 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26734 FILM NUMBER: 03781578 BUSINESS ADDRESS: STREET 1: 140 CASPIAN COURT CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: 4085620500 MAIL ADDRESS: STREET 1: 140 CASPIAN COURT CITY: SUNNYVALE STATE: CA ZIP: 94089 8-K 1 f91408e8vk.htm FORM 8-K SanDisk Corporation
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UNITED STATES
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) May 27, 2003

SanDisk Corporation

(Exact name of registrant as specified in its charter)
         
Delaware   000-26734   77-0191793
 
 
(State or other jurisdiction
of incorporation)		   (Commission
File Number) 		  (IRS Employer
Identification No.)
     
140 Caspian Court, Sunnyvale, California   94089
 
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (408) 542-0500

N/A

(Former name or former address, if changed since last report)

 

ITEM 5. OTHER EVENTS
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
SIGNATURES
EXHIBIT INDEX
EXHIBIT 99.1
EXHIBIT 99.2
EXHIBIT 99.3

Table of Contents

ITEM 5. OTHER EVENTS

     On May 27, 2003, SanDisk Corporation (the “Registrant”) issued a press release announcing the signing of a licensing, manufacturing and selling agreement with Olympus Optical Co., Ltd. The press release is attached hereto as Exhibit 99.1 and is incorporated herein in its entirety by reference.

     On June 16, 2003 the Registrant issued a press release announcing the signing of a cross licensing agreement with Sony Corporation. The press release is attached hereto as Exhibit 99.2 and is incorporated herein in its entirety by reference.

     On June 25, 2003, the Registrant issued a press release announcing that it filed a complaint for declaratory relief against Infineon Technologies AG. The press release is attached hereto as Exhibit 99.3 and is incorporated herein in its entirety by reference.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

     (c)  Exhibits

     
Number   Description of Document
 
99.1   Press Release dated May 27, 2003 announcing the signing of a licensing, manufacturing and selling agreement with Olympus Optical Co., Ltd.
     
99.2   Press Release dated June 16, 2003 announcing the signing of a cross licensing agreement with Sony Corporation.
     
99.3   Press Release dated June 25, 2003 announcing that the Registrant filed a complaint for declaratory relief against Infineon Technologies AG.

 

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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.

             
Date: July 10, 2003            
             
            SanDisk Corporation
             
    By:   /s/ MICHAEL GRAY
       
        Name:   Michael Gray
        Title:   Chief Financial Officer and Sr. VP, Finance and Administration
            (Principal Financial and Accounting Officer)

 

Table of Contents

EXHIBIT INDEX

     
Exhibit    
Number   Description of Document
 
99.1   Press Release dated May 27, 2003 announcing the signing of a licensing, manufacturing and selling agreement with Olympus Optical Co., Ltd.
     
99.2   Press Release dated June 16, 2003 announcing the signing of a cross licensing agreement with Sony Corporation.
     
99.3   Press Release dated June 25, 2003 announcing that the Registrant filed a complaint for declaratory relief against Infineon Technologies AG.

  EX-99.1 3 f91408exv99w1.txt EXHIBIT 99.1 Exhibit 99.1 SANDISK ANNOUNCES LICENSING, MANUFACTURING AND SELLING AGREEMENT WITH OLYMPUS FOR THE XD-PICTURE CARD SANDISK TO MAKE OLYMPUS BRANDED XD-PICTURE CARD FOR OLYMPUS AND FOR RESALE THROUGH SANDISK'S RETAIL DISTRIBUTION CHANNEL SUNNYVALE, CA, MAY 27, 2003 - SanDisk Corporation (NASDAQ:SNDK) today announced that it has signed a five-year agreement with Olympus Optical Co., Ltd. covering the xD-Picture Card(TM) format. Under the agreement, Olympus will be licensed to SanDisk's patents relating to xD flash cards and host devices. SanDisk will be licensed to manufacture xD-Picture Cards for Olympus as well as sell xD-Picture Cards under the Olympus brand through SanDisk's global retail distribution channels. SanDisk will begin shipments of xD-Picture Cards in selected regions beginning in June 2003, with worldwide availability in the third quarter, 2003. The xD-Picture Card is a flash memory card format developed and owned by Olympus, FujiFilm and Toshiba. It was introduced in the fourth quarter of 2002 and has gained popularity in many of the of new digital camera models that are sold by Olympus and FujiFilm. The xD-Picture Card is targeted primarily at "digital film" applications and offers high storage capacities for high mega-pixel photos as well as high performance needed to store the video clips that are becoming increasingly more popular in digital cameras. SanDisk initially will sell the xD-Picture Card in capacities ranging from 64 to 256 megabytes. The xD-Picture Card can support up to a maximum future capacity of 8 gigabytes. Eli Harari, SanDisk's President and CEO, said, "We are very pleased with this agreement with Olympus, one of the leading manufacturers of digital cameras in the world. This agreement allows us to support Olympus as an important new OEM customer, as well as Olympus' customers in the retail after-market. This is consistent with SanDisk's retail strategy to be a one-stop-shop card supplier for consumers, regardless of which flash card format they use in their digital cameras and other portable digital appliances. Through this xD-Picture Card agreement with Olympus, SanDisk plans to make and sell worldwide all the major flash card formats." SanDisk, the world's largest supplier of flash data storage card products, designs, manufactures and markets industry-standard, solid-state data, digital imaging and audio storage products using its patented, high density flash memory and controller technology. SanDisk is based in Sunnyvale, CA. The matters discussed in this news release contain forward looking statements that are subject to certain risks and uncertainties as described under the caption, "Factors That May Affect Future Results" in SanDisk's annual report on Form 10-K and quarterly reports on Form 10-Q filed with the Securities and Exchange Commission. The company assumes no obligation to update the information in this release. SanDisk cannot guarantee that it will succeed to manufacture competitively the xD-Picture Card or that its sales of xD-Picture Card either to Olympus or through its own sales channels will contribute materially to SanDisk's revenues or profits. SanDisk's web site/home page address: http://www.sandisk.com All trade names are either registered trademarks or trademarks of their respective holders. ### EX-99.2 4 f91408exv99w2.txt EXHIBIT 99.2 Exhibit 99.2 SANDISK AND SONY EXPAND THE SCOPE OF THEIR MEMORY STICK COOPERATION WITH A NEW CROSS LICENSE AGREEMENT AGREEMENT STRENGTHENS RELATIONSHIP BETWEEN THE TWO COMPANIES: SANDISK AND SONY TO FURTHER EXPAND MEMORY STICK WORLD SUNNYVALE, CA, JUNE 16, 2003/TOKYO JAPAN, JUNE 17, 2003 - SanDisk Corporation (NASDAQ: SNDK) and Sony Corporation (NYSE: SNE) today announced that the two companies have signed a cross licensing agreement. This agreement enhances the close relationship that SanDisk and Sony have built over the last two years since their initial September 2001 collaboration agreement to offer Memory Stick media. The initial agreement was followed by a January 2003 announcement highlighting joint SanDisk and Sony development of Memory Stick PRO((TM)) media designed to realize new levels of performance, such as real-time recording of high-resolution moving images. SanDisk holds a right to manufacture Memory Stick PRO media, based on the January 2003 announcement. The cross licensing agreement enhances the relationship and expands the cooperation between SanDisk and Sony to cover various Memory Stick products. This agreement will allow SanDisk to manufacture and sell Memory Stick that include Memory Stick((TM)), Memory Stick Duo((TM)), Memory Stick((TM)) with Memory Select Function and Memory Stick((TM)) I/O cards under the SanDisk brand. SanDisk will begin to manufacture Memory Stick media under the new cross licensing agreement in the second quarter of 2003. Based on the agreement, SanDisk and Sony will further promote Memory Stick throughout the industry respectively. The Memory Stick format will gain additional support to pursue its position as an industry standard and provide users with a wider choice of media and compatible products. Eli Harari, SanDisk president and CEO, said, "We value our close relationship with Sony and the enhanced scope of cooperation that this announcement signifies. The manufacturing license is important to SanDisk's customers because it will allow us to supply Memory Stick, Memory Stick PRO and Duo products to both our retail and our OEM customers. Sony and SanDisk share a common vision for exciting new digital audio, imaging and video applications as well as the latest mobile phones and other multimedia-rich devices that require Memory Stick media." Teruaki Aoki, Corporate Executive Vice President of Sony Corporation, said, "This announcement signifies the broadening and natural progression of the relationship between SanDisk and Sony. We are very pleased to have SanDisk manufacture Memory Stick products to help further expansion of Memory Stick's connected world among a variety of compatible products and meet growing market demand. SanDisk's flash card expertise and high quality manufacturing will help enhance the strong position of Memory Stick as a global standard for digital recording media." Memory Stick products enjoy a share in excess of 25% of the total market for removable flash storage cards*. SanDisk has been selling SanDisk-branded Memory Stick products since 2001 and is a co-developer with Sony of Memory Stick PRO. Since its market introduction in September 1998, Memory Stick has evolved from storage media for still images and computer data into broad networking media for recording diverse content, including copyrighted material, and sharing it among the widest possible variety of products. To meet growing consumer needs, Memory Stick has been adopted in more than 600 models and across more than 60 product categories. Worldwide cumulative shipments of Memory Stick media reached 39 million units, and shipments of Memory Stick compliant products reached 40 million units as of April 2003. SanDisk Corporation, the world's largest supplier of flash data storage card products, designs, manufactures and markets industry-standard, solid-state data, digital imaging and audio storage products using its patented, high density flash memory and controller technology. SanDisk is based in Sunnyvale, CA. Sony Corporation is a leading manufacturer of audio, video, game, communications, key device and information technology products for the consumer and professional markets. With its music, pictures, computer entertainment and on-line businesses, Sony is uniquely positioned to be the leading personal broadband entertainment company in the world. Sony recorded consolidated annual sales of approximately $62 billion for the fiscal year ended March 31, 2003. *Source: International Data Corporation, 2003 The matters discussed in this news release contain forward looking statements that are subject to certain risks and uncertainties as described under the caption, "Factors That May Affect Future Results" in the company's annual report on Form 10-K and quarterly reports on Form 10-Q, filed with the Securities and Exchange Commission. The companies assume no obligation to update the information in this release. All trade names are either registered trademarks or trademarks of their respective holders. For more information or images on SanDisk and its products, contact: www.sandisk.com. Sony Global Web Site: http://www.sony.net/ Memory Stick official web site: http://www.memorystick.com ### EX-99.3 5 f91408exv99w3.txt EXHIBIT 99.3 Exhibit 99.3 SANDISK FILES ACTION FOR DECLARATORY JUDGMENT OF NONINFRINGEMENT AND INVALIDITY AGAINST INFINEON TECHNOLOGIES AG SUNNYVALE, CA, JUNE 25, 2003 - SanDisk Corporation (NSDAQ: SNDK) announced today that it has filed a complaint for declaratory relief in the United States District Court for the Northern District of California against Infineon Technologies AG. The complaint seeks a declaratory judgment that SanDisk does not infringe United States Patent No. 5,726,601 (the "`601 patent") and that the `601 patent is invalid. SanDisk believes that its products do not infringe the `601 patent, as alleged in a letter received from Infineon. The Company believes Infineon's correspondence was motivated by Infineon's announced intention to become a flash supplier. Infineon is not a SanDisk patent licensee. SanDisk Corporation, the world's largest supplier of flash memory data storage card products, designs, manufactures and markets industry-standard, solid-state data, digital imaging and audio storage products using its patented, high density flash memory and controller technology. SanDisk is based in Sunnyvale, CA. The matters discussed in this news release contain forward looking statements that are subject to certain risks and uncertainties as described under the caption, "Factors That May Affect Future Results" in our Securities and Exchange Commission filings and reports, including, but not limited to, our annual report on Form 10-K and quarterly reports on Form 10-Q. Risks that may cause these forward-looking statements to be inaccurate include, among others: the discovery of previously unknown facts, changes in the law or in the interpretation of laws, and uncertainties associated with the judicial decision-making process; that parties we have sued and that we may sue for patent infringement may counter sue us for infringing their patents; that we may need to obtain licenses from third parties who allege that we have infringed their rights, but such licenses may not be available on terms acceptable to us or at all. We assume no obligation to update the information contained in this release. -----END PRIVACY-ENHANCED MESSAGE-----