UPDATE 3-Elpida says it submitted Micron restructuring plan

Tue Aug 21, 2012 8:12am EDT

* Plan submitted to Tokyo District Court

* Elpida Memory has agreed to be bought by Micron Technology Inc

* Bondholders' group submitted plan last week

By Junko Fujita

TOKYO, Aug 21 (Reuters) - Failed Japanese chipmaker Elpida Memory Inc, which has agreed to be bought by U.S. rival Micron Technology Inc, said on Tuesday it had submitted a restructuring plan to the Tokyo District Court, the next step in efforts to ensure the survival of some of its operations.

Micron agreed in early July to buy Elpida for about $750 million in cash and pay creditors a total of $1.75 billion in annual instalments through 2019. A group of Elpida bondholders said Micron is offering too little for the chipmaker.

Elpida did not elaborate the content of the plan.

The group, which says it holds about $1.2 billion in Elpida bonds, submitted a plan to the Tokyo court last week that values the chipmaker at more than 300 billion yen ($3.78 billion), well above Micron's offer.

The bondholders did not put forward an equity investor, although it offered to lend Elpida 30 billion yen to help the chipmaker restructure.

The court may endorse one of the plans, or even both, after which all of Elpida's creditors will get to vote.

A rejection of Micron's offer by the creditors could lead to the liquidation of Japan's last remaining player in the dynamic random access memory (DRAM) chip market.

But lawyers outside the deal say this is only a slim possibility because the court would most likely allow creditors to look for another equity investor.

The group of bondholders so far has not been able to find an equity investor, which may persuade other creditors to support Micron's cash offer.

"It would be difficult for creditors to vote against the plan submitted by Elpida's court-led administrator unless there would be a new sponsor already being secured," said Makoto Tahira, a Tokyo-based lawyer specializing in corporate rehabilitation.

"Without a sponsor, Elpida could be liquidated and creditors should not want this to happen," he said.

The group of bondholders, consisting of about 20 institutions including hedge funds, said it was in talks with more than one company to make a cash injection into the chipmaker.

Elpida filed for bankruptcy in February with about 448 billion yen ($5.6 billion) in liabilities.

The company was hurt by low prices for DRAM chips and a growing preference for tablets that dampened demand for memory chips used in personal computers. It also faced growing costs to implement new technologies, which have helped drive consolidation in the highly competitive and cyclical sector.

Micron's purchase of Elpida, an Apple supplier that makes chips for smartphones, tablets and computers, would push the U.S. company into second place behind market leader Samsung Electronics in the global market for DRAM chips.

Micron, which also makes NAND flash memory chips, has also committed as much as 64 billion yen to fund Elpida's capital investments, as well as a guarantee of 16 billion yen in loans for Elpida, according to a document distributed to investors in July and seen by Reuters.

Elpida needs a partner that could help it diversify its revenue streams, said Akira Minamikawa, a Tokyo-based principal analyst at U.S. research firm IHS iSuppli.

"Elpida in the end could not survive just with DRAM technology. Without a strong NAND business, I don't think it holds that much value."

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