Good afternoon. My name is Valerie, and I'll be your conference facilitator today. At this time, I would like to welcome everyone to Micron's Investor Update. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer period. If you would like to answer questions during this time, please press star, then the number one on your telephone keypad. If you would like to withdraw your question, please press the pound key. In order to allow as many analysts to ask a question as possible, please limit yourself to one question. Thank you. It is now my pleasure to turn the floor over to your host, Farhan Ahmad, Vice President of Investor Relations. You may begin your conference. Hello. Thanks for joining us today. On the call with me today are Micron's Chief Executive Officer, Sanjay Mehrotra, and Micron's Chief Financial Officer, Dave Zinsner. Today's call will include a presentation, followed by a brief Q&A session. We ask that you limit your questions to the topics covered in today's presentation. We will not be answering any questions that aren't related to the topics covered in today's call. As a reminder, the matters we will be discussing today include forward-looking statements. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from the statements made today. We refer you to the documents we filed with the SEC, specifically our most recent Form 10-K and Form 10-Q, for a discussion of risks that may affect our future results. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, or achievements. We are under no duty to update any of the forward-looking statements after today's date to confirm these statements to actual results. I'll now pass it off to Sanjay. Thank you, Farhan. Good afternoon, everyone. A short time ago, we issued an 8-K and press release disclosing Micron's decision to adjust our capital allocation plan and to introduce a quarterly dividend of $0.10 per share. Today, I would like to share how we arrived at this major milestone. I will start with a quick recap of the incredible transformation Micron has undergone over the last few years. Dave will discuss our financial strength and how it enables our updated capital allocation strategy and dividend policy. Starting with Micron's transformation. The new Micron is stronger than ever before. Our industry is benefiting from strong secular demand across end markets and slowing supply growth. Meanwhile, Micron has established ourselves as a technology leader, strengthened our product portfolio, and greatly enhanced our fab network and our competitive position. Moreover, the Micron team is focused on delivering innovation for all with a focus on sustainability. All of this provides us the confidence to initiate a dividend. The demand for memory and storage has evolved dramatically from the PC era in the early 2000s. Today, demand is diversified across end markets from the data center to the intelligent edge to feature-rich devices. $38 billion of annual industry revenues during the PC era grew to $62 billion in the mobile era, and the strong growth of the cloud and the data economy has propelled this figure to $120 billion in calendar 2020. Additionally, within end markets, growing memory and storage content per device has created an opening for the DRAM and NAND industry to capture a greater portion of the end unit bill of materials. As a result, DRAM and NAND revenue growth is outpacing the growth of the semiconductor industry. 20 years ago, the DRAM and NAND TAM used to be around 10% of the semiconductor industry TAM, and this figure is now approximately 30%. Looking ahead, we expect DRAM and NAND TAM growth to continue and reach $183 billion in 2024. Turning to supply. Over the last decade, the memory and storage industry has seen structural changes that have improved the industry's supply dynamics. These changes include the slowing of Moore's Law, industry consolidation, and a greater focus industry-wide on ROIC and capital return. Within this context, Micron has exercised supply discipline by targeting stable bit share and aligning our CapEx spend with long-term industry bit demand growth while taking action to manage occasional short-term oversupply. These actions include adjustments to utilization, capacity shifts between end markets, and a willingness to walk away from unsatisfactory pricing and to instead hold higher levels of inventory. The supply-demand dynamics have completely changed since the PC era, and these new dynamics add to our confidence in the sustainability of our transformation. Against the backdrop of strong industry dynamics, Micron has also transformed our technology position. Whereas Micron historically lagged competitors on the leading edge, as a result of our efforts to close the competitive gap, Micron has not only caught up, we have emerged as a technology leader. We were the first to introduce 1-alpha DRAM, the industry's most advanced DRAM node, which utilizes our leadership in multi-patterning. We were also the first to introduce 176-layer NAND. The industry's most advanced NAND node, combining the fifth generation of our CMOS under array design with replacement gate. Additionally, we have improved our cost position by driving faster yield ramps, faster transitions of our production mix to leading-edge nodes, and faster customer qualifications. Despite the increasing process complexity, we were able to ramp yields on our 1α DRAM and 176-layer NAND at a 25%-30% faster pace than the previous node. We have also made significant improvements in our product portfolio. We have enhanced our product portfolio through greater customer collaboration. Our approach to vertical integration in product development allows us to innovate and create the best solutions for each segment of the market. Our portfolio leads the industry in quality and includes products with the highest bandwidth, lowest power consumption, and highest performance. Our roadmap includes exciting CXL-enabled DRAM products. We are also turning our process technology leadership into product leadership. Our 1α DRAM is being used in various products across PC, server, and mobile, while our 176-layer NAND is featured in a broad set of SSDs, managed NAND products for mobile, and products targeting automotive and industrial segments. Micron is the only major U.S.-based memory and storage company, and our global manufacturing operations offer our customers a diversified source of supply. The investments we have made to enhance our fab and assembly and test network over the last few years put Micron in an excellent position to meet customer demand with resiliency and to do so more cost effectively. First, we have enhanced our fab network. We have made significant investments in clean room space and facility infrastructure to increase our flexibility to implement new technology nodes at scale. We are building on our leadership in lithography and have invested in EUV-ready clean rooms. We recently placed volume purchase orders for the industry's most advanced EUV tools, which will help us ramp our 1γ technology and beyond. We have also invested heavily in smart manufacturing applications, which have helped us increase productivity, ramp our yields faster, and improve product quality. Second, recognizing that our DRAM manufacturing network has grown via acquisition and has disparate equipment, we have been driving towards greater equipment matching between fabs with each successive node migration. This enables us to ramp technologies rapidly across our manufacturing footprint with high yields and high quality. Finally, we have increased our captive assembly footprint, which increases our cost competitiveness, agility, and resiliency. At the end of fiscal year 2020, more than 60% of our assembly was captive, up from about 45% in fiscal year 2018. We have increased redundancy and capacity across all product manufacturing lines and have added sites in Malaysia and Taiwan. These investments in back-end capacity also provide strong ROI while providing business continuity, which our customers appreciate. The Micron transformation would not be possible without a fundamental transformation of our culture and how we do business. This culture is defined by a vision to deliver innovation for all. We have a commitment to leadership in DEI and ESG and to serve the communities in which we operate. Today, we attract outstanding talent to Micron, and we are confident that our diverse global talent is a significant competitive advantage, fueling our innovation. Micron now has more than 44,000 granted patents globally, and we rank among the top 25 companies in U.S. patents held. Our efforts to drive diversity, equality, and inclusion throughout the organization are strengthening our culture and resulting in numerous best place to work awards across the global locations where we operate. We have made significant progress and ambitious commitments on the sustainability front. Micron has committed to investing $1 billion towards environmental sustainability over a period of several years. We have adopted specific long-term goals in four areas: emissions, energy, water, and waste. Our results are being recognized. Micron has been added to the Dow Jones Sustainability Index. A prominent ESG rating firm scored Micron in the top 10% amongst our semiconductor peers. I'm exceptionally proud not only of what we have accomplished strategically and financially, but of how we are doing it. In summary, we have a strong foundation. We continue to get stronger, thanks to the brilliant, motivated team at Micron, who remain intensely focused on driving our success. Today's dividend initiation announcement is an important milestone that reflects the structural transformation Micron has undergone over the last several years. It is a signal of confidence in the sustainability of our financial strength. Now here is Dave, who will provide more detail on our financials. Thanks, Sanjay. Micron's financial strength can be seen in our enhanced profitability, our strong cross-cycle performance, and our rock-solid balance sheet. Starting with our enhanced profitability, as Sanjay mentioned, Micron has closed the technology gap, and we now are a technology leader in both DRAM and NAND, with a stronger, more vertically integrated fab network. This has contributed to an improvement in our profitability, both on an absolute basis and relative to the industry. From our trough in FY 2016 to the most recent trough in FY 2020, there has been a more than 1,600 basis point EBITDA margin improvement. Over time, we have also seen higher cross-cycle lows as a result of Micron's improved competitive position and the improved supply-demand dynamics of our industry. Looking at four-year average metrics reveal the sustained cross-cycle performance of our business. Revenue has trended up and to the right, and as Sanjay mentioned, has outpaced the broader semiconductor industry. Furthermore, our business generates sufficient operating cash flow both to fund strong growth and to deliver meaningful free cash flow. Our asset base has grown steadily each year as we continue to invest in the growth of our business. We believe there is an opportunity for multiple expansion as investors appreciate these characteristics. Notably, the cash generation power of our business has enabled us to invest for growth and concurrently strengthen our balance sheet. We have significantly reduced debt and are in a comfortable net cash position. There has also been a dramatic transformation of the debt structure from one relying on secured debt to one materially made up of unsecured debt. Additionally, we have been reducing convertible debt, and the remaining converts will be repaid in FQ4. We have investment-grade ratings from all thee rating agencies, and in the last few months, Fitch and Standard & Poor's both raised their outlook from stable to positive for Micron's debt. These upgrades to the outlook for our debt ratings are further evidence of Micron's financial transformation, and we're committed to maintaining our investment-grade ratings, net cash positive position, and low leverage ratio. Now on to our capital allocation strategy. At our last Analyst Day event in May 2018, we introduced capital allocation targets and a $10 billion share repurchase authorization. Our net CapEx was above our targets during the period of FY 2019- FQ3 2021, as revenue was impacted by the memory cycle. Net CapEx was approximately 38% of revenue, but we maintained strong liquidity at around 50% of revenue. During this period, we remained net cash positive, and as I mentioned, we achieved investment-grade ratings from all three major rating agencies. Even through the pandemic, we maintained a strong balance sheet. In fiscal 2019 and 2020, we also met our cash return target to return more than 50% of our annual free cash flow to shareholders via share repurchases. In fact, from FY 2019 to our most recently reported quarter, we returned approximately $4 billion, or 69%, of our total free cash flow when combining share repurchases and convert equity premiums. All in all, we retired 90 million shares, representing 7% of our total shares at an average price of $42, a considerable discount to today's price and our view of Micron's intrinsic value. As we have mentioned before, we expect FQ4 to be a strong quarter for share repurchases. Going forward, we've modified our capital allocation targets. I'll start with our liquidity and net CapEx targets, which are interrelated. Maintaining liquidity that equals our net CapEx expectations enables us to fund investments in all market conditions. Looking ahead over the next few years, given the slowing of Moore's Law and increased capital intensity, including EUV, we expect higher net CapEx and therefore higher liquidity. We are updating both targets to mid-30s as a percentage of revenue. Our cash and debt targets remain unchanged, and we intend to remain net cash positive. Our first priority is to fund the business and maintain solid liquidity. We then plan to return excess cash to shareholders. There are two components of our cash return program moving forward. First, we're introducing a $0.10 quarterly dividend with a goal of growing this dividend over time, reflecting our confidence in the cash flow generation of our business. Based on today's diluted share count, a $0.10 quarterly dividend equates to approximately $450 million on an annualized basis. The first quarterly dividend will be payable on October 18th to shareholders of record as of October 1st. Second, we're changing our buyback approach to be more opportunistic, and we are modifying the timeframe for our cash return target from annual to cross-cycle. This gives us greater flexibility to conserve cash and buy back stock at larger discounts to intrinsic value. I would note that while the size of the repurchases might vary each year, we do expect to repurchase shares every year. If Micron's stock appreciates significantly, we will scale down the buyback activity, and if the stock depreciates significantly, we expect to be aggressive in our buyback activity. We still expect to return at least 50% of cash flow cross-cycle with a combination of buybacks and dividends. With this new opportunistic approach, we should retire more shares over time. Ultimately, we expect the share repurchase program to drive strong earnings per share accretion and create shareholder value. In summary, Micron has undergone an incredible transformation. The introduction of a dividend is a milestone event and a signal of Micron's firm competitive position, our industry's improved supply-demand dynamics, and Micron's significant improvement in our financial profile. It is an achievement that the entire Micron team can be proud of. We'll now open the call for questions. Thank you. Our first question comes from C.J. Muse of Evercore. Good afternoon. Thank you for taking my question. I think the opportunistic focus makes a lot of sense. I guess, Dave, perhaps you could share with us how you think about intrinsic value, and so we can gauge, I guess, where we should think about you guys being very aggressive. Good question. Okay, first of all, I would say, just want to remind you that we do expect to be aggressive in the fourth quarter. We will be aggressively buying back stock this quarter. I think over the long term, there have been periods where the stock has been meaningfully below the intrinsic value, and intrinsic value measured by any number of factors, including the discounted free cash flow of the business. It's in those periods where we want to be very aggressive in the buybacks. We think we can take out more shares and create more shareholder value in those circumstances. I don't want to give an exact number because obviously, it might change over time. I think, if the stock goes to a level that has gone in the past relative to the discounted free cash flow of the business, you can expect us to be aggressive. Thank you. Thank you. Our next question comes from Srini Pajjuri of SMBC Nikko Securities. Your line is open. Thank you. Congrats on the dividend. Sanjay, just a longer-term question. I'm just curious about the timing. I understand the balance sheet is in a much better shape. Do you think going forward, the industry cyclicality is declining? Is it what's prompting you to take this decision? One of your peers actually had a dividend, and they had to actually cut back on their dividend. Obviously, their situation was a little different, but I'm just curious as to what prompted you to kind of start the dividend now, and what does that mean for your cyclicality going forward? We have often talked about, we have had discussions with investors that we will be looking at dividend. Our decision with respect to the timing on the dividend announcement today, certainly tied to the overall industry health, industry fundamentals, as we have highlighted that memory and storage has become an increasingly important part of the semiconductor industry. Certainly, markets are diverse, and there are secular growth trends in our markets. Very importantly, Micron's transformation that we highlighted today, from technology to product portfolio, to manufacturing footprint and strengthened balance sheet, customer engagement, and really, a strong product roadmap. When we look at how we have come through the pandemic and the resilience that we have demonstrated through this period and the strong results that we have continued to produce, this is what really led the management to focus on greater shareholder return and the enduring shareholder return in the long-term value creation. Combination of the industry demand-supply fundamentals, as well as long-term outlook and Micron's transformation and our confidence in our ability to drive for the best combination of business growth and profitability really positions us to share with you this new approach towards capital return consisting of opportunistic buyback as well as dividend. We really are pleased with this announcement today. Our board is highly supportive once the management proposed to it. We definitely plan to be aggressive with buybacks in the future when the opportunities present themselves while continuing to demonstrate our confidence with growing dividend in the future as well. Thank you. If I can have a quick follow-up. Maybe you can talk about what this might mean for or might not mean for M&A going forward, and how you're thinking about M&A. Sanjay, you also mentioned dividend growth. I know it's early days. You just initiated this. How should we think about potential dividend growth going forward? Thank you. I'll certainly have Dave comment on any aspect of dividend growth in the future. With respect to M&A, we are not going to speculate, obviously, on any M&A matters. As I noted, we really feel that Micron's position in the industry with the results we have demonstrated, as well as the roadmap that we have ahead of us for technology and products, and our confidence in the secular nature of the demand trends, really leads us to drive for the best combination of growth and profitability. That means that it positions us well to make the necessary investments and prioritizing the necessary investments in driving the growth of the business, including investments in R&D as well as necessary investments in manufacturing, staying in line with our strategy of growing our supply in line with the industry demand. Of course, we will always prioritize our business growth, and I really believe that we are well-positioned to address any aspects of that business growth going forward and making the necessary investments while, of course, continuing to provide strong longer-term value to our shareholders as well. On the dividend growth side, I think it's important to remind everyone that our first and foremost approach to cash return to shareholders will be the buyback. We think we can generate very good shareholder return by timing the buyback to aggressively repurchase during periods where we are deeply discounted to intrinsic value. That will be the primary. Of course, this augments that. I would say that we expect as free cash flow increases, we'll keep the dividend at within a range, some percentage of that free cash flow. As free cash flow grows, the dividend will grow. Got it. Thanks, Dave. Sure. Thank you. Our next question comes from Ambrish Srivastava of BMO Capital Markets. Your line's open. Hi, thank you very much. Dave, excuse me. You ended the question with an important topic on free cash flow. I like how you framed everything with a cross-cycle perspective, recognizing the cyclicality of the industry. Could you just talk a little bit about free cash flow? Your free cash flow has also gone up by a lot if I look at it on a normalized basis or trough to trough. How should we be thinking about normalized free cash flow? Probably better to put it in terms of free cash flow margin, Dave. Thank you. Yeah. You make a good point, Ambrish. If you look back over the last five years, we generated positive free cash flow in every year. Obviously, certain years were more significant than others, but in every year, we generated good free cash flow. I think this is really the result of all the transformation that Sanjay mentioned in his prepared remarks. Our ability to transform the business in so many ways around technology and products and the operations has resulted in such good profitability, and we've been able to generate good free cash flow, and we expect that to continue. I think as we look forward, certainly, there'll be this aspect of capital intensity going up, which is something we have to factor, but we believe that given all the growth drivers within the industry, across all the different markets that we are now addressing, given the better supply-demand dynamics that I talked about in the industry and our execution, both in terms of process and products, we feel like we can generate very good free cash flow over the course of the next decade or more. I think ultimately, free cash flow will be a function of how we drive the growth of the top line of the business. As we drive that growth, I think free cash flow will drive in lockstep with that. Thank you. Thank you. Our next question comes from Aaron Rakers from Wells Fargo. Your line is open. Yeah. Thank you for taking the question. A couple of times during the conversation or your prepared remarks, you alluded to just driving improved efficiencies in the business and driving like equipment across your fab operations within DRAM. Then also I think you touched on some metrics with regard to back-end assembly. I'm just curious, as we look forward, how much have you done? How much is remaining as far as operational continued improvement, or how should we think about that as we move forward? We certainly, with respect to continuing to improve our tool matching that we talked about here, we continue to focus on that and certainly more opportunities ahead in that regard. Applying smart manufacturing techniques, this is still early times for that and a lot happening in this space. Examples that are happening today is with respect to really reducing our variability in manufacturing, leveraging smart manufacturing techniques, particularly as you look at tool-to-tool matching with advanced tool set. Of course, relying on techniques such as applying analytics to image, many images that we create during our manufacturing, and leveraging those for faster yield ramps and defect density reduction. These are just couple of examples, but again, these are examples in the very early stages of deploying smart manufacturing techniques to our manufacturing production. Similarly, back-end assembly and test capabilities, we remain extremely focused. In all of these areas, we have made strong strides, but remaining opportunities ahead as well. Not quantifying it for you at this point, but in terms of continuing to make our operations more efficient and continuing to focus on faster deployment of our technologies into production with respect to yield ramps, with respect to quality ramps, with respect to customer qualifications, these are all areas we always find opportunities for improvement, and our team stays focused on delivering strengthened execution on an ongoing basis. Thank you. Thank you. Our next question comes from Toshiya Hari of Goldman Sachs. Hi. Good afternoon, and thank you for taking the question. Sanjay, you talked about improving metrics, profitability on a cross-cycle basis for your business, which makes a ton of sense, and I think many investors would certainly agree with you on the DRAM side of the business. However, on the NAND side of the business, I think there is still a worry that peak to peak, the industry is in a bit of a difficult position, if you will, just given the competitive landscape. How are you thinking about the NAND market and your NAND business specifically going forward over the next couple of years? To the extent you do expect fundamentals to improve on a cross-cycle basis, what do you think drives that over the next couple of years? Is it an industry consolidation or something else? Thank you. Certainly, yes, the NAND industry structure is different from the DRAM industry structure and DRAM is more consolidated industry versus NAND. However, NAND also is experiencing similar fundamentals in terms of slowing Moore's Law. In recent times, when the industry switched from 2D NAND to 3D NAND, of course, that was a big disruption and resulted in added supply, a strong supply growth in the industry. As we really look ahead with respect to the future transitions of the technology, it's same kind of fundamentals that bit growth per technology transition on a per wafer basis will also continue to moderate out, and certainly more layers on the wafer in the future for DRAM, 3D NAND, will also mean continuing greater capital intensity, which all ultimately translates to the slowing supply growth rates in the industry in the future. Of course, industry will have to remain focused on CapEx deployment and prudently managing supply growth. That, as you know, from Micron, that of course remains completely our focus. However, we have to look at the opportunities on the NAND side. On the NAND side, HDD replacement continues to be a strong growth opportunity. For Micron, we have delivered strong track record of QLC SSDs, and we are leading the industry with QLC SSDs and QLC SSD leadership translating to greater gains with respect to HDD replacement is an opportunity. Second thing I would like to say is having a combination of DRAM and NAND is certainly a plus. It's an advantage for Micron, as we have demonstrated with our MCP growth in the mobile part of the business. Our strategy really is to continue to lead with technology, invest prudently to manage the supply bit growth, to be in line with demand growth, and continue to differentiate our portfolio toward higher value solutions, such as SSDs that we talked about, like QLC SSDs, such as solutions for mobile applications that use DRAM as well as NAND, and also continue to expand our opportunities with strengthened portfolio on data center SSD side. I think we have lot of opportunity ahead in terms of continuing to strengthen Micron's position on the NAND side of the industry with our focus on technology and strengthened product portfolio roadmap. Thank you. Congrats. Thank you. Thank you. Ladies and gentlemen, this does conclude today's conference. Thank you all for participating. You may all disconnect. Have a great day.
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