According to Reuter’s report, the merger negotiations between Western Digital and Japan’s Kioxia Holdings have been terminated as the two companies could not reach an agreement on the terms. This potential merger aimed to create one of the largest memory chip manufacturers globally but faced obstacles in its path.

Notably, South Korea’s SK Hynix, a significant investor in Kioxia, expressed its opposition to the deal, citing concerns about its impact on investment asset value.

TrendForce’s Insights:

While the merger talks between Western Digital and Kioxia faced obstacles, primarily involving a major shareholder, SK Hynix, and disagreements over the acquisition price, it is still anticipated that such acquisitions will eventually materialize. This expectation is rooted in the broader context of the NAND Flash industry.

NAND Flash global demand has seen a decline in its growth rate, shifting from approximately 30% before 2020 to around 20% in recent years. Furthermore, TrendForce’s data reveals that in 2023, all NAND Flash suppliers have experienced their most significant operating losses since 2014. Given these challenges, NAND Flash suppliers are compelled to explore strategies to sustain their competitiveness in a changing industry landscape.

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DRAM Spot Market

The price trend in the spot market has diverged slightly compared with the price trend in the contract price. Spot prices of DRAM chips and modules rose successively over the previous several weeks. However, the upward momentum has lost steam in recent days due to a lack of channel demand. In the case of module house Kingston, it currently holds a high level of DRAM inventory, so its pricing strategy is more conservative compared with other module houses. Also, since Kingston is the leading module house, spot prices of modules on the whole are constrained from climbing further. For now, buyers and sellers in the spot market are taking a wait-and-see approach. The trajectory of spot prices is expected to become clearer following the finalization of prices for 4Q23 contracts. The average spot price of mainstream chips (i.e., DDR4 1Gx8 2666MT/s) rose by 0.71% from US$1.560 last week to US$1.571 this week.

NAND Flash Spot Market

Spot transactions have slightly shrunken recently under insufficient stocks on account of the drastically diminished level of wafer provision from suppliers. On the other hand, buyers who are suppressed in their sentiment of following up with prices, due to the accumulated increment that is already quite significant within the short term, have been relatively restricted in the increase of concluded prices, despite maintaining an upward trend. 512Gb TLC wafer spots have climbed 5.85% this week, arriving at US$2.044.

As reported by multiple Japanese media, including Kyodo News, Nikkei, and Asahi Shimbun on the 13th and 14th of this month, negotiations for the merger between NAND flash memory giants Kioxia and Western Digital have reportedly reached the final stages. There is a high likelihood that a merger agreement will be reached within this month, and the newly merged company is expected to be listed on the NASDAQ in the United States. Additionally, the board of the new company will be predominantly controlled by Kioxia.

The primary objective of this business merger is to prepare for the uncertain conditions in the storage market. By expanding their scale and positioning for future investment competition, they aim to fortify their competitive edge.

Specifics of the Agreement are Still under Review

According to the reports, Kioxia and Western Digital will establish a holding company, KIOXIA Holdings. Western Digital’s storage business and Kioxia will be incorporated under this holding company, focusing on the research and production of NAND Flash. It’s worth noting that Western Digital’s hard drive business will remain an independent entity and will not be part of this transaction.

In terms of the merger’s enterprise value-based breakdown, Kioxia will hold 63%, and Western Digital will hold 37%. However, after considering capital adjustments, the final investment ratio in the holding company will be 50.1% for Western Digital shareholders and 49.9% for Kioxia shareholders.

Toshiba, which currently holds around 40% of Kioxia, will also become a shareholder in the holding company. The President of Kioxia, Nobuo Hayasaka, will assume the role of President of the holding company. Furthermore, the majority of seats on the board will be under Kioxia’s control, granting Kioxia substantial operational authority.

Factors and Potential Roadblocks in Kioxia and Western Digital Merger

Previously, it was reported that the headquarters of the holding company would be located in Japan. However, in order to facilitate fundraising for equipment investments, they plan to be listed on the NASDAQ in the United States. Furthermore, there are future plans for a listing on the Tokyo Stock Exchange. When Kioxia and Western Digital merge, Japan’s three major banks, including Mitsubishi UFJ, and the Japan Policy Investment Bank are considering providing financing in the range of 1.5 to 1.9 trillion Japanese yen.

However, the reality of this merger presents challenges, as influential industry competitors may potentially interfere. The finalized agreement will be subject to antitrust reviews in various countries, and the outcome of scrutiny by Chinese antitrust authorities remains uncertain.

According to data from TrendForce, in the Q2 of 2023, in the NAND memory market, Samsung leads with a market share of 31.1%, while Kioxia holds 19.6% and Western Digital maintains a 14.7% market share. Following the merger of Kioxia and Western Digital, their combined market share may exceed 34.3%, positioning them as the dominant force in the NAND memory market.

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• Q2 NAND Flash Revenue Up 7.4%, Anticipated to Exceed 3% Growth in Q3, Says TrendForce

Despite facing economic challenges and the impact of high inflation, the flash memory market finds itself in a challenging period. Nevertheless, major DRAM manufacturers continue the pursuit of advanced technology.

For DRAM chips, advanced manufacturing processes mean improved energy efficiency, increased capacity, and an enhanced end-user experience. Currently, in the world of advanced DRAM processes, such as the 10nm class, has reached the fifth generation. Micron refers to it as 1β DRAM, while Samsung calls it 1b DRAM.

Since Micron commenced production of 1β DRAM last October, they have set their sights on producing 1γ DRAM by 2025. This will mark Micron’s first foray into extreme ultraviolet (EUV) lithography technology, and for now, EUV production is centered in their Taichung facility in Taiwan. Therefore, the 1γ process is expected to kick off production there, with potential expansion to their Japanese facilities in the future. Samsung, on the other hand, plans to enter the 1bnm process stage in 2023, achieving chip capacities ranging from 24Gb (3GB) to 32Gb (4GB) and native speeds of 6.4 to 7.2Gbps.

In the NAND Flash business, the technology has now exceeded the remarkable milestone of 200-layer stacking, with storage manufacturers relentlessly striving for even higher layer counts. On August 9th, SK Hynix showcased the world’s first 321-layer NAND Flash memory sample during the 2023 Flash Memory Summit. This innovation has increased efficiency by 59% compared to the previous 238-layer 512Gb NAND. SK Hynix plans to further refine the 321-layer NAND Flash and intends to commence production in the first half of 2025.

Furthermore, Micron has ambitious plans beyond 232 layers, with products like 2YY, 3XX, and 4XX on the horizon. Kioxia and Western Digital are also actively exploring 3D NAND technology with more than 300, 400, and 500 layers. Samsung is planning to introduce the ninth generation of 3D NAND in 2024, possibly featuring 280 layers, followed by the tenth generation in 2025-2026, potentially reaching 430 layers. Their ultimate goal is to achieve 1000-layer NAND Flash by 2030.

(Image: SK Hynix)

DRAM Spot Market

In the spot market, prices have been rising noticeably in the recent period, and demand has also rebounded marginally. Also, because the supply of rebelled used chips has shrunk slightly, price hikes have been most significant for chips belonging to the bottom of the price range. On the other hand, spot buyers have become somewhat hesitant in the past two or so days because the price hikes are too rapid. They are now less willing to accept higher prices than before. Since the overall demand for DRAM products has yet to turn around, spot prices are expected to continue to fluctuate. The average spot price of the mainstream chips (i.e., DDR4 1Gx8 2666MT/s) rose by 0.13% from US$1.498 last week to US$1.500 this week.

NAND Flash Spot Market

A price increase is seen among finished products, including memory cards, USB flash drives, and eMMC, from the spot market recently due to the diminished supply of wafers, which resulted in a significant rebound in spot quotations for NAND Flash. With that being said, buyers are not all that willing to follow up with the corresponding prices that had a significant jump within a short period and have slightly stagnated in procurement. 512Gb TLC wafer spots have climbed at 3.96% this week, arriving at US$1.757.